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T R O U B L E D C O M P A N Y R E P O R T E R
Monday, June 16, 2025, Vol. 29, No. 166
Headlines
1346 SAXON: Case Summary & Two Unsecured Creditors
2315 LOMA VISTA: Taps Thomas B. Ure as General Bankruptcy Counsel
23ANDME HOLDING: Ombudsman Questions Legality of Sale
23ANDME HOLDING: Sells Assets to TTAM for $305M in Ch. 11
301 W NORTH: Gets Interim OK to Use Cash Collateral Until July 31
323 SOUTH: Seeks to Tap Solomon Rosengarten as Legal Counsel
4FRONT VENTURES: Files Bankruptcy in Canada After U.S. Receivership
6 GROUP: Seeks Chapter 11 Bankruptcy in Connecticut
8787 RICCHI: Court Extends Cash Collateral Access to July 2
9501 PROPERTY: Voluntary Chapter 11 Case Summary
9707 WOODSCAPE: Hires Pendergraft & Simon as Bankruptcy Counsel
ACADEMY AT PENGUIN: Seeks Chapter 11 Bankruptcy in Massachusetts
ACCURADIO LLC: Hires Golan Christie Taglia LLP as Counsel
ACQUISITION INTEGRATION: Seeks Chapter 11 Bankruptcy in Alabama
ADB ENTERPRISES: Seeks Cash Collateral Access Until Oct. 7
AETHON UNITED: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
AMBASSADOR VETERANS: Case Summary & 20 Top Unsecured Creditors
AMERICAN RESOURCES: Regains Nasdaq Continued Listing Compliance
AP CORE II: Fitch Lowers LongTerm IDR to 'B-', Outlook Stable
AQUARIAN INSURANCE: Fitch Alters Outlook on 'BB+' IDR to Positive
AR ACQUISITIONS: Hires Pacific Northwest as Real Estate Broker
ARTIFICIAL INTELLIGENCE: FY25 Revenues Surge 275% to $6.1-Mil.
ASCEND PERFORMANCE: Proofs of Claim Due July 23, 2025
ASH GROVE: Section 341(a) Meeting of Creditors on July 17
AUTOMATED TRUCKING: Seeks Chapter 11 Bankruptcy in Florida
AVALON SUGAR: Gets Interim OK to Use Cash Collateral
AY PHASE II: Secured Party to Sell Class A Interests on June 30
BALAJIO LLC: Seeks Chapter 11 Bankruptcy in Florida
BALKAN EXPRESS: Hires Bonds Ellis Eppich Schafer as Attorney
BARRETTS MINERALS: Creditors Object to Judge's Talc Trial Handling
BAUSCH + LOMB: Fitch Assigns 'BB' Rating on Senior Secured Notes
BAYOU TECHNOLOGIES: Seeks Chapter 11 Bankruptcy in Louisiana
BECKHAM JEWELRY: Hires Joshua Norris PLLC as Accountant
BEDMAR LLC: Seeks Chapter 11 Bankruptcy in Delaware
BENITEZ & GALLOWAY: Seeks Chapter 11 Bankruptcy in Connecticut
BERNARD PUTTER: Wells Fargo Wins Summary Judgment Bid in Loan Suit
BIG STORM PINELLAS: Case Summary & 20 Largest Unsecured Creditors
BIMERGEN ENERGY: Ramirez Jimenez CPAs Raises Going Concern Doubt
BOUNDLESS BROADBAND: Seeks to Sell Broadband Assets at Auction
BOXLIGHT CORP: Director Exit Triggers Nasdaq Audit Noncompliance
BOY SCOUTS: Court Rejects Abuse Claimants' Appeal Rehearing Bid
BRADBURY DEODAR: Case Summary & 19 Unsecured Creditors
BREWER'S LAWN: Seeks Chapter 11 Bankruptcy in Tennessee
BUTLER GROUP: Seeks to Hire William C. Johnson as Counsel
CAN'T COOK: Gets Final OK to Use Cash Collateral
CAPSTONE CONSULTING: Court OKs Logan Property Sale to D.R. Horton
CARAWAY TEA: Seeks Chapter 11 Bankruptcy in New York
CASHMAN EQUIPMENT: Court Affirms Award of Attorneys' Fees to SDS
CATHETER PRECISION: $1.25 Dilution per New Share at $0.30 Offering
CELSIUS NETWORK: Mahinsky to Drop Chapter 11 Claims Post-Sentencing
CEMTREX INC: Bigger Capital and Affiliates Disclose Stakes
CONGOLEUM CORP: 3rd Circuit to Reconsider Bid to Reopen Ch. 11 Case
CONTOUR SPA: Seeks Chapter 11 Bankruptcy in Florida After Expansion
CRANE ENTERPRISES: Hires Wilk Auslander LLP as Special Counsel
CRESCENT CITY: Section 341(a) Meeting of Creditors on July 9
CWB REALTY: Hires Cullen Real Estate and Appraisal as Appraiser
CXOSYNC LLC: Court Extends Cash Collateral Access to July 18
DANNIKLOR ENTERPRISES: Gets OK to Use Cash Collateral Until July 31
DARSHANA SOLVENT: Ind-Ra Affirms BB- Loan Rating, Outlook Stable
DEBBIE OUTLAW: Seeks to Hire REspace LLC as Real Estate Broker
DEL MONTE: Virtus Opportunities Marks $145,000 Loan at 80% Off
DOLPHIN COMPANY: Strom, Wagstaff Lead Chapter 11 Turnaround
EDGIO INC: Court Confrms Chapter 11 Plan After Reaching Consensus
ELETSON HOLDINGS: Reed Smith Seeks Stay in $102MM Award Fight
ENCORE CAPITAL: Fitch Alters Outlook on 'BB+' LongTerm IDR to Neg.
ENGLOBAL CORP: Gets Court Approval for Wind Down Plan, Ch. 11 Sale
ESSENTIALS MASSAGE: Case Summary & Five Unsecured Creditors
EVANS INVESTMENT: Seeks Cash Collateral Access Until Nov. 30
EVERGLADES COLLEGE: S&P Assigns 2025 Bonds Rating to 'BB+'
EVERI HOLDINGS: Fitch Keeps 'BB-' LongTerm IDR on Watch Positive
FAIRFIELD SENTRY: BIL Loses Bid to Dismiss Adversary Proceeding
FENIX TOPCO: First Trust Marks $605,000 Loan at 17% Off
FIDELIS INSURANCE: S&P Rates $400MM Subordinated Notes 'BB+'
FRED RAU: Gets OK to Use Cash Collateral Until June 30
FRONTIERSMEN INC: Seeks to Hire Richey Mills as Financial Advisor
GABHALTAIS TEAGHLAIGH: Hires Commonwealth as Real Estate Broker
GEORGIAN COURT: Moody's Alters Outlook on 'Ba2' Rating to Stable
GLOBAL PARTNERS: Moody's Rates New Sr. Unsec. Notes Due 2033 'B1'
GLOBAL TECHNOLOGIES: Launches Primecare Supply With Key Agreements
GOOD LIFE: Seeks Subchapter V Bankruptcy in Oregon
GRAHAM HOLDING: S&P Affirms 'BB' ICR, Outlook Stable
GREENWICH RETAIL: Seeks Chapter 11 Bankruptcy in New York
GRETNA PLUMBING: Gets Court OK to Use Cash Collateral Until July 9
HARVEST SHERWOOD: Hires Cadwalader Wickersham as Special Counsel
HARVEST SHERWOOD: Seeks to Hire Eric Kaup of Hilco as CRO
HARVEST SHERWOOD: Seeks to Hire Meru LLC as Financial Advisor
HARVEST SHERWOOD: Seeks to Hire Sidley Austin LLP as Attorney
HERITAGE GRILLE: Gets Court OK to Use Cash Collateral Until June 30
HOLY REDEEMER: Fitch Lowers IDR to 'B+', On Watch Negative
HORSEY DENISON: Files Emergency Bid to Use Cash Collateral
HORSEY DENISON: Seeks to Sell Landscaping Asset at Multiple Auction
HOUSE OF PRAYER: Voluntary Chapter 11 Case Summary
HUBILU VENTURE: Financial Deficits Raise Going Concern Doubt
I-SOLUTIONS DEVELOPMENT: Hires Villa & White LLP as Legal Counsel
IMPACT CHURCH: Seeks Chapter 11 Bankruptcy in Texas
INFINITE GLOW: Hires Lucove Say & Co. as Accountant
INNOVEGA INC: DBBMcKennon Raises Going Concern Doubt
INVENERGY THERMAL: S&P Rates New $750MM Term Loan B 'BB'
JDI CUMBERLAND: Hires Rountree Leitman Klein as Attorney
JINGBO TECHNOLOGY: Delays 10-K Filing Over Data Compilation Issues
KOZUBA & SONS: Gets Interim OK to Use Cash Collateral Until July 17
LANZATECH GLOBAL: Liquidity Strain Triggers Going Concern Doubt
LASEN INC: Seeks Chapter 11 Bankruptcy Arizona
LEARNING CARE: S&P Alters Outlook to Negative, Affirms 'B' ICR
LEROUX CREEK: To Sell Colorado Farm to American AgCredit for $1.7MM
LIGADO NETWORKS: Agrees to Pay Inmarsat $568MM to End Spat
LIGADO NETWORKS: To Pay Viasat $568M Under Ch. 11 Deal
LYLES CAPITAL: Gets Interim OK to Use Cash Collateral
MAGIC CAR: Seeks Chapter 11 Bankruptcy in California
MARELLI AUTOMOTIVE: Akin & Cole Schotz Represent Senior Lenders
MARELLI AUTOMOTIVE: June 18 Deadline for Panel Questionnaires
MARELLI AUTOMOTIVE: Seeks Ch. 11 Bankruptcy Partly Due to Tariffs
MARELLI HOLDINGS: 11th Hour Deal Reached With Mizuho, Lenders
MARELLI HOLDINGS: Court OKs First Day Motions, $519M DIP
MARELLI HOLDINGS: Enters Chapter 11 with $1.1B DIP Support
MARINE WHOLESALE: Seeks Cash Collateral Access Until Dec. 31
MARVION INC: Capital Needs Raise Going Concern Doubt
MCKNIGHTS ACADEMY: Seeks to Hire Fallon Law PC as Attorney
MCLEAN (CT): Fitch Affirms 'BB+' IDR, Outlook Negative
MERIDIAN WEIGHT: Unsecureds to Get Share of Income for 5 Years
METATRON HEALTH: Court Extends Cash Collateral Access to Aug. 3
MICROMOBILITY.COM INC: Financial Strain Raises Going Concern Doubt
MULTIBAND FIELD: Hires Foundation Risk as Review Consultant
MULTIBAND FIELD: Seeks to Hire Lewis & Ellis LLC as Expert
NAPLES ALF: Court OKs Hillsborough Property Sale to NRP Properties
NATIONAL FOOD: Seeks to Hire Congeni Law Firm as Counsel
NCR VOYIX: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
NEW GREATER GENERATION: Seeks Cash Collateral Access
NEW HOME: Moody's Assigns B2 Rating to New Unsecured Notes Due 2030
NIKOLA CORP: Chapter 11 IP Sale Covers EV, Hydrogen Assets
NO RUST: Trustee Can Recover Yellow Turtle Postpetition Transfer
NORTH HOUSTON: Gets Interim OK to Use Cash Collateral Until June 24
NORTH MISSISSIPPI: Hires Williams Pitts & Beard as Accountant
NORTIA LOGISTICS: Section 341(a) Meeting of Creditors on July 10
NXT ENERGY: Ataraxia Converts $2.3M Debentures, Gains 14.6% Stake
OMNITEK ENGINEERING: Financial Uncertainty Cast Going Concern Doubt
ONTRAK INC: Losses and Debt Risks Raise Going Concern Doubt
OWENS & MINOR: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
PAI HOLDCO: Virtus Opportunities Marks $239,000 Loan at 16% Off
PARAGON INDUSTRIES: Hires Phillips Murrah P.C. as Attorneys
PARAMOUNT INTERMODAL: Hires Clumeck Stern as Accountant
PLUS THERAPEUTICS: Financial Struggles Raise Going Concern Doubt
POWIN LLC: June 16 Deadline for Panel Questionnaires
PRESCART CORP: Hires Moon Wright & Houston as Bankruptcy Counsel
PRESPERSE CORP: Disclosure Statement Conditionally Approved
PRESPERSE CORP: Plan & Disclosures Hearing Set for July 22, 2025
PRIVATE LENDER: Hires Hayward PLLC as General Bankruptcy Counsel
PSG MORTGAGE: Insurer Loses Bid to Dismiss Wells Fargo Fire Case
QBD PACKAGING: Gets Final OK to Use Cash Collateral
REBORN PHOENIX: Hires Ronald D. Weiss P.C. as Counsel
RED ROCK: Hires Parsons Behle & Latimer as Counsel
RED VENTURES: Fitch Lowers LongTerm IDR to 'B+', Outlook Stable
REDDIRT ROAD: Gets Extension to Access Cash Collateral
RESHAPE LIFESCIENCES: Inks $9.7M Sales Agreement With Maxim Group
RICCOBENE ASSOCIATES: First Trust Marks $2.9M Loan at 79% Off
S&R EQUIPMENT: Gets Interim OK to Use Cash Collateral Until June 30
S.E.E.K ARIZONA: Hearing to Use Cash Collateral Set for June 17
SANTANDER CONSUMER: First Trust Marks $148 Million Loan at 90% Off
SANTANDER CONSUMER: First Trust Marks $37 Million Loan at 85% Off
SANTIS & ARGENTA: Hires Van Horn Law Group P.A. as Counsel
SAY YES: Seeks to Use Cash Collateral
SCV GRAPHIC: Gets Interim OK to Use Cash Collateral Until June 30
SEASPAN CORP: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
SHUBREW LLC: Seeks Cash Collateral Access
SIGNAL PARENT: S&P Downgrades ICR to 'CCC+', Outlook Negative
SOLAR MOSAIC: KBRA Flags Risks in Chapter 11 Filing
SOLCIUM SOLAR: Gets Final OK to Use Cash Collateral
SPECIAL EFFECTS: Court OKs Deal to Use SBA's Cash Collateral
STARWOOD PROPERTY: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
STEWARD HEALTH: Disputes Government Bid for Trustee-Managed Ch. 11
STICKY’S HOLDINGS: Wins Bid to Dismiss Brick Law Adversary Case
SUMMIT SPINE: First Trust Marks $2 Million Loan at 79% Off
SUNNOVA ENERGY: Blank Rome Represents Ad Hoc Dealer Group
SUNNOVA ENERGY: Ch. 11 Court OKs Initial $15M DIP Loan Use
SUNNOVA ENERGY: Fitch Lowers LongTerm IDR to 'D'
SUNNOVA ENERGY: Gets $90MM in Funding to Facilitate Ch. 11 Sale
SUNNOVA ENERGY: Receives Court Approval for Key Asset Sales
SUNSTONE DEVELOPMENT: Hires Franklin Soto as Bankruptcy Counsel
SWEET TRUCKING: Hires Tarpy Cox Fleishman & Leveille as Counsel
TERRA DOLCI: Seeks Cash Collateral Access
TERRA LAKE: Hires Van Horn Law Group P.A. as Counsel
TRI POINTE HOMES: S&P Affirms 'BB' ICR, Outlook Stable
TRIPLE-G-GUNITE: Gets Interim OK to Use Cash Collateral
UNITI GROUP: Fitch Rates $600MM Unsecured Notes Due 2032 'B-'
W.D. TOWNLEY: Hires RA Advisors LLC as Accountant
WARNER BROS: Close to Securing Creditor Support for Debt Plan
WATERBRIDGE MIDSTREAM: Fitch Alters Outlook on 'B' IDR to Negative
WATERLOO POWER: Gets Interim OK to Use Cash Collateral
WATERMAN-SMITH I: Seeks Chapter 11 Bankruptcy in Louisiana
WESLEY ENHANCED: Fitch Affirms 'BB' Rating on Revenue Bonds
WESLEY WOODS: Fitch Affirms 'BB' Rating on $14.3MM Revenue Bonds
WHIRLPOOL CORP: Fitch Assigns 'BB+' Rating on New Unsecured Notes
WIRELESS PROPCO: Fitch Assigns 'BB-sf' Final Rating on Cl. C Notes
WORLD HEALTH: Cash Shortfall Raises Going Concern Doubt
WYNDSTON MILLWORK: Files Emergency Bid to Use Cash Collateral
XCEL BRANDS: CBIZ CPAs Replaces Marcum as Auditor
XCEL BRANDS: Marcum LLP Raises Going Concern Doubt
YOUR MAJESTIC: Seeks Cash Collateral Access Until September
[] AIRA Awards 2024 Top CIRA Performers at Annual Event
[] AIRA Gives Katten Founders Award to Keith J. Shapiro
[] AIRA's 2025 Class of Distinguished Fellows Named
[] Brattle Group Adds Idan Rubin to Restructuring & Disputes Team
[] Lathrop GPM Taps Partner Ben Struby as Kansas City Office Head
*********
1346 SAXON: Case Summary & Two Unsecured Creditors
--------------------------------------------------
Debtor: 1346 Saxon, LLC
78 Token St.
Staten Island, NY 10312
Business Description: 1346 Saxon, LLC owns a property located at
1346 Saxon Avenue in Bay Shore, New York.
The real estate asset has an estimated value
of $400,000.
Chapter 11 Petition Date: June 12, 2025
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 25-42862
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Charles Higg, Esq.
THE LAW OFFICES OF CHARLES A. HIGGS
2 Depot Plaza First Floor, Office 4
Bedford Hills NY 10507
Tel: (917) 673-3768
E-mail: charles@freshstartesq.com
Total Assets: $400,000
Total Debts: $1,531,082
The petition was signed by Eric Forgione as managing member.
A full-text copy of the petition, which includes a list of the
Debtor's two unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/EDT5QVY/1346_Saxon_LLC__nyebke-25-42862__0001.0.pdf?mcid=tGE4TAMA
2315 LOMA VISTA: Taps Thomas B. Ure as General Bankruptcy Counsel
-----------------------------------------------------------------
2315 Loma Vista LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Thomas B. Ure, a
licensed attorney admitted to practice in California, as a general
bankruptcy counsel.
The professional will provide these services:
a. advise the Debtor regarding matters of bankruptcy law and
concerning the requirement of the Bankruptcy Code, and Bankruptcy
Rules relating to the administration of this case, and the
operation of the Debtor's estate as a debtor in possession;
b. represent the Debtor in proceedings and hearings in the
court involving matters of bankruptcy law;
c. assistance in compliance with the requirements of the
Office of the United States trustee;
d. provide the Debtor legal advice and assistance with respect
to the Debtor's powers and duties in the continued operation of the
Debtor's business and management of property of the estate;
e. assist the Debtor in the administration of the estate's
assets and liabilities;
f. prepare necessary applications, answers, motions, orders,
reports and/or other legal documents on behalf of the Debtor;
g. assist in the collection of all accounts receivable and
other claims that the Debtor may have and resolve claims against
the Debtor's estate;
h. provide advice, as counsel, concerning the claims of
secured and unsecured creditors, prosecution and/or defense of all
actions; and
i. prepare, negotiate, prosecute and attain confirmation of a
plan of reorganization.
The attorney and his law firm staff will be paid at these rates:
Thomas B. Ure $495 per hour
Associates $295 per hour
Paralegals $195 per hour
Law clerks $95 per hour
He received a retainer in the amount of $11,738.
He will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Thomas B. Ure, 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.
He can be reached at:
Thomas B. Ure, Esq.
Ure Law Firm
8280 Florence Avenue, Suite 200
Downey, CA 90240
Tel: (213) 202-6070
Fax: (213) 202-6075
About 2315 Loma Vista LLC
2315 Loma Vista LLC owns a property located at 2315 Loma Vista PL,
Los Angeles, CA 90039, with an appraised value of $1.40 million.
2315 Loma Vista LLCsought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-13989) on May 13,
2025. In its petition, the Debtor reports total assets of
$1,399,000 and total liabilities of $716,656.
Honorable Bankruptcy Judge Julia W. Brand handles the case.
The Debtors are represented by Thomas B. Ure, Esq. at URE LAW FIRM.
23ANDME HOLDING: Ombudsman Questions Legality of Sale
-----------------------------------------------------
Ben Zigterman of Law360 reports that the privacy expert reviewing
23andMe's plan to sell customer genetic data in bankruptcy told a
Missouri federal judge on Wednesday, June 11, 2025, that he
couldn't ensure the deal would not violate state privacy laws and
recommended that the company obtain customer consent before
proceeding with the data transfer.
About 23andMe
23andMe is a genetics-led consumer healthcare and biotechnology
company empowering a healthier future. Through its
direct-to-consumer genetic testing, 23andMe offers personalized
insights into ancestry, genetic traits, and health risks. The
Company has developed a large database of genetic information from
over 15 million customers, enabling it to provide health and
carrier status reports and collaborate on genetic research for drug
development. On the Web: http://www.23andme.com/
On March 23, 2025, 23andMe Holding Co. and 11 affiliated debtors
each filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. E.D. Mo. Lead Case No.
25-40976).
The Company disclosed $277,422,000 in total assets against
$214,702,000 in total liabilities as of Dec. 31, 2024.
Paul, Weiss, Rifkind, Wharton & Garrison LLP; Morgan, Lewis &
Bockius LLP; and Carmody MacDonald PC are serving as legal counsel
to 23andMe and Alvarez & Marsal North America, LLC, as
restructuring advisor. Lewis Rice LLC, Moelis & Company LLC, and
Goodwin Procter LLP are serving as special local counsel,
investment banker, and legal advisor to the Special Committee of
23andMe's Board of Directors, respectively. Reevemark and Scale are
serving as communications advisors to the Company. Kroll is the
claims agent.
23ANDME HOLDING: Sells Assets to TTAM for $305M in Ch. 11
---------------------------------------------------------
23andMe Holding Co., a leading human genetics and biotechnology
company, on June 13, 2025, announced that it has entered into a
definitive agreement with TTAM Research Institute, a nonprofit
public benefit corporation based in California and led by 23andMe
Co-Founder and former CEO Anne Wojcicki, for the sale of
substantially all of the Company's assets, including the Personal
Genome Service (PGS) and Research Services business lines and the
Lemonaid Health business, for a purchase price of $305 million.
The agreement with TTAM is the result of a final round of bidding
that occurred earlier on June 13 between TTAM and Regeneron
Pharmaceuticals, Inc. (NASDAQ: REGN). The final round of bidding
was conducted according to procedures approved by the U.S.
Bankruptcy Court for the Eastern District of Missouri and designed
to allow the Special Committee of 23andMe's Board of Directors to
obtain, consistent with its fiduciary duties, the most
value-maximizing transaction for the Company's stakeholders. At the
conclusion of the final round of bidding, TTAM was selected as the
winning bidder and Regeneron was selected as the backup bidder.
The transaction is aligned with 23andMe's Privacy Statements as
TTAM has affirmed its commitment to comply with the Company's
privacy policies and applicable law, process all customer personal
data in accordance with the consents, privacy policies and
statements, terms of service, and notices currently in effect, and
have security controls in place designed to protect such data.
In addition, TTAM has made binding commitments to adopt additional
consumer protections and privacy safeguards to enhance protections
for customer data and privacy, including:
1. Customer Data Rights: TTAM will honor 23andMe's existing
policies that allow individuals to delete their account and genetic
data and opt-out of research in perpetuity;
2. Customer Notification: With 23andMe's cooperation, all customers
will be emailed at least two business days before closing with
details on TTAM's role, TTAM's commitment to privacy choices, and
instructions on how to delete data or opt out of research;
3. Data Transfer Restrictions: TTAM will not sell or transfer
genetic data cannot be sold or transferred in connection with a
subsequent bankruptcy or change of control unless the recipient is
a qualified domestic entity that adopts TTAM's privacy policies and
complies with all laws;
4. Privacy Advisory Board: Within 90 days of the closing, TTAM will
establish a Consumer Privacy Advisory Board;
5. Privacy Procedures and Reporting: TTAM will implement privacy
procedures, notify customers of material changes, mitigate data
breaches, and prepare annual reports to be made available to
Attorneys General upon request;
6. Identity Theft Monitoring: TTAM will offer customers two years
of free Experian identity theft monitoring; and
7. Research and Donations: TTAM will continue 23andMe's policy of
allowing de-identified data to be used for scientific and
biomedical research to research scholars at academic universities
and other nonprofits and refuse donations from individuals or
companies in specified countries.
Upon Court approval of the proposed transaction, the definitive
agreement with TTAM will fully replace and nullify the previously
announced acquisition and underlying asset purchase agreement with
Regeneron to acquire 23andMe for $256 million.
"We are pleased that the competitive bidding process has resulted
in significantly more value to our stakeholders while enhancing
critical protections around customer privacy, choice and consent
with respect to their genetic data," said Mark Jensen, Chair of the
Board and member of the Special Committee of the Board of Directors
of 23andMe. "As 23andMe's founder, Ms. Wojcicki is well positioned
to advance the Company's founding vision of helping people access,
understand and gain health benefits through greater understanding
of the human genome. We will work to complete the transaction
quickly so that 23andMe can begin its next chapter as a
nonprofit."
"I am thrilled that TTAM Research Institute will be able to
continue the mission of 23andMe to help people access, understand
and benefit from the human genome. We believe it is critical that
individuals are empowered to have choice and transparency with
respect to their genetic data and have the opportunity to continue
to learn about their ancestry and health risks as they wish," said
Ms. Wojcicki. "The 23andMe community of consented individuals will
also have the opportunity to be part of making novel genetic
discoveries that improve our knowledge of DNA -- the code of life
-- and the health and wellness of everyone. I remain committed to
the 23andMe community and driving forward this mission. The future
of healthcare belongs to all of us."
The proposed transaction remains subject to approval by the
Bankruptcy Court and customary closing conditions. A Court hearing
to consider approval of the transaction is currently scheduled for
June 17, 2025, and the transaction is expected to close in the
coming weeks.
Additional information regarding 23andMe's Chapter 11 filing,
proceedings and claims process is available at
https://restructuring.ra.kroll.com/23andMe. Questions about the
claims process should be directed to the Company's claims agent,
Kroll, at 23andMeInfo@ra.kroll.com or by calling (888) 367-7556.
About 23andMe
23andMe is a genetics-led consumer healthcare and biotechnology
company empowering a healthier future. Through its direct-to
consumer genetic testing, 23andMe offers personalized insights into
ancestry, genetic traits, and health risks. The Company has
developed a large database of genetic information from over 15
million customers, enabling it to provide health and carrier status
reports and collaborate on genetic research for drug development.
On the Web: http://www.23andme.com/
On March 23, 2025, 23andMe Holding Co. and 11 affiliated debtors
each filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. E.D. Mo. Lead Case No.
25-40976).
The Company disclosed $277,422,000 in total assets against
$214,702,000 in total liabilities as of Dec. 31, 2024.
Paul, Weiss, Rifkind, Wharton & Garrison LLP; Morgan, Lewis &
Bockius LLP; and Carmody MacDonald PC are serving as legal counsel
to 23andMe and Alvarez & Marsal North America, LLC, as
restructuring advisor. Lewis Rice LLC, Moelis & Company LLC, and
Goodwin Procter LLP are serving as special local counsel,
investment banker, and legal advisor to the Special Committee of
23andMe's Board of Directors, respectively. Reevemark and Scale are
serving as communications advisors to the Company. Kroll is the
claims agent.
301 W NORTH: Gets Interim OK to Use Cash Collateral Until July 31
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division approved issued its second interim order allowing
301 W North Avenue, LLC to continue using cash collateral of BDS
III Mortgage Capital G, LLC through July 31.
The company may continue using cash collateral under the same terms
as the prior interim order, subject to an updated budget. All
provisions of the original interim order remain in force, as
modified by the second interim order.
301 W North Avenue projects total operational expenses of $149,709
for June; and $156,312 for July.
A status hearing will be held on July 30.
About 301 W North Avenue
301 W North Avenue LLC is a real estate debtor with a single asset,
as outlined in 11 U.S.C. Section 101(51B), and its main property is
situated at 1552 N. North Park Avenue, Chicago, IL 60610.
301 W North Avenue LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-05275) on April
5, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million to $50 million each.
Honorable Bankruptcy Judge Timothy A. Barnes handles the case.
The Debtor is represented by Robert Glantz, Esq. ROBERT GLANTZ MUCH
SHELIST, P.C.
BDS III Mortgage Capital G LLC, as creditor, is represented by:
Steven Yachik, Esq.
William S. Gyves, Esq.
Benjamin Feder, Esq.
Philip A. Weintraub, Esq.
KELLEY DRYE & WARREN LLP
3 World Trade Center
175 Greenwich Street New York, New York 10007
Telephone: (212) 808-7800
Facsimile: (212) 808-7897
Email: syachik@kelleydrye.com
wgyves@kelleydrye.com
bfeder@kelleydrye.com
pweintraub@kelleydrye.com
323 SOUTH: Seeks to Tap Solomon Rosengarten as Legal Counsel
------------------------------------------------------------
323 South 7th, LLC seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to employ Solomon Rosengarten, Esq.,
an attorney practicing in Brooklyn, New York, as its counsel.
The attorney will provide all legal services in connection with the
preparation and filing of papers, court appearance, appearance at
meeting of creditors, and negotiations.
He will be compensated at an hourly rate of $500 and will receive a
retainer of $7,500 from the Debtor.
Mr. Rosengarten disclosed in a court filing that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The attorney can be reached at:
Solomon Rosengarten, Esq.
2329 Nostrand Ave.
Brooklyn, NY 11210
Telephone: (917) 859-3096
About 323 South 7th LLC
323 South 7th LLC is a a Newark, New Jersey-based real estate
company.
323 South 7th LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-10140) on January 6,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Solomon Rosengarten, Esq., represents the Debtor as counsel.
4FRONT VENTURES: Files Bankruptcy in Canada After U.S. Receivership
-------------------------------------------------------------------
4Front Ventures Corp., a vertically integrated cannabis operator,
has made an assignment into bankruptcy pursuant to the Canadian
Bankruptcy and Insolvency Act, following its previously announced
U.S. receivership petition.
B. Riley Farber has been appointed as the trustee in the Canadian
Bankruptcy Proceedings. Further information may be obtained from
the trustee at 4frontventures@brileyfin.com or on the case webpage
www.brileyfarber.com/engagements/4frontventures/.
About 4Front Ventures Corp.
4Front is a national, vertically integrated multi-state cannabis
operator with operations in Illinois and Massachusetts and
facilities in Washington. Since its founding in 2011, 4Front has
built a strong reputation for its high standards and low-cost
cultivation and production methodologies earned through a track
record of success in facility design, cultivation, genetics,
growing processes, manufacturing, purchasing, distribution, and
retail. To date, 4Front has successfully brought to market more
than 20 different cannabis brands and over 1,800 products, which
are strategically distributed through its fully owned and operated
Mission dispensaries and retail outlets in its core markets. For
more information, visit https://4frontventures.com/.
6 GROUP: Seeks Chapter 11 Bankruptcy in Connecticut
---------------------------------------------------
On June 9, 2025, The 6 Group LLC filed Chapter 11 protection in
the U.S. Bankruptcy Court for the District of Connecticut.
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 The 6 Group LLC
The 6 Group LLC is a single-asset real estate debtor, as defined
under 11 U.S.C. Section 101(51B), with its principal asset located
at 433 Belden Hill Road, Wilton, Connecticut 06897.
The 6 Group LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Conn. Case No. 25-50477) on June 9,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtors are represented by Jeffrey M. Sklarz, Esq. at GREEN &
SKLARZ LLC
8787 RICCHI: Court Extends Cash Collateral Access to July 2
-----------------------------------------------------------
8787 Ricchi, LLC received another extension from the U.S.
Bankruptcy Court for the Northern District of Texas, Dallas
Division, to use cash collateral.
The court issued its third order authorizing the company's interim
use of cash collateral from June 2 to July 2 in accordance with its
budget, with a 10% variance allowed.
As protection, 87STE Lending, LLC, through U.S. Marshals Service,
will be granted a replacement lien on property currently owned or
acquired by 8787 Ricchi after the petition date similar to the
lender's pre-bankruptcy collateral.
87STE Lending has a security interest in 8787 Ricchi's deposit
accounts and rent and the proceeds thereof, which constitute cash
collateral under Section 363(a) of the Bankruptcy Code. The U.S.
government, acting by and through the U.S. Marshals Service, is
presently empowered to exercise the rights and remedies related
thereto pursuant to a court order.
A final hearing is scheduled for July 2.
About 8787 Ricchi
8787 Ricchi, LLC is a commercial real estate company that owns and
manages properties in Dallas, Texas.
8787 Ricchi sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Texas Case No. 25-31144) on March 31, 2025. In
its petition, the Debtor reported between $1 million and $10
million in both assets and liabilities.
Judge Stacey G. Jernigan handles the case.
The Debtor is represented by Frank Jennings Wright, Esq., at the
Law Offices of Frank J. Wright, PLLC.
9501 PROPERTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 9501 Property LLC
9501 Avenue L
Brooklyn NY 11236
Business Description: 9501 Property LLC is a single-asset real
estate company that owns and operates a
single real property asset, in accordance
with the definition under U.S. bankruptcy
law.
Chapter 11 Petition Date: June 12, 2025
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 25-42848
Debtor's Counsel: Vivian M. Williams, Esq.
VMW LAW PC
733 3rd Avenue FL 16
New York NY 10017
Tel: 212-561-5312
E-mail: vwilliams@thewilliamsfirmnyc.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Angaad Sooknandan as sole member.
The Debtor failed to provide a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/ONDTOJA/9501_Property_LLC__nyebke-25-42848__0001.0.pdf?mcid=tGE4TAMA
9707 WOODSCAPE: Hires Pendergraft & Simon as Bankruptcy Counsel
---------------------------------------------------------------
9707 Woodscape 2020 LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Pendergraft &
Simon, LLP as bankruptcy counsel.
The firm's services include:
(a) analyze the financial situation, and render advice and
assist the Debtor in determining whether to file petitions under
Title 11, United States Code;
(b) advise the Debtor with respect to its powers and duties;
(c) conduct appropriate examinations of witnesses, claimants
and other persons;
(d) prepare and file all appropriate legal papers; and consult
with and advise the Debtor in connection with the operation of or
the termination of the operation of its business;
(e) represent the Debtor at the meeting of creditors and such
other services as may be required during the course of the
bankruptcy proceedings;
(f) represent the Debtor in all proceedings before the court
and in any other judicial or administrative proceeding where its
rights may be litigated or otherwise affected;
(g) prepare, file, negotiate and prosecute a disclosure
statement and plan of reorganization;
(h) advise and consult with the Debtor concerning questions
arising in the conduct of the administration of the estate and
concerning its rights and remedies with regard to the estate's
assets and the claims of secured, priority and unsecured
creditors;
(i) investigate pre-petition transactions and prosecution, if
appropriate, preference and other avoidance actions arising under
its avoidance powers or any other causes of action held by the
estates;
(j) defend, if necessary, any motions for relief from the
automatic stay, contested matters and/or adversary proceedings, and
analyze and prosecute any objections to claims;
(k) appear on behalf of the Debtor before this court;
(l) advise and assist the Debtor with real estate and business
organizations issues related to this case; and
(m) assist the Debtor in any matters relating to or arising
out of the above-styled and numbered case.
The hourly rates of the firm's counsel and staff are as follows:
Leonard Simon, Attorney $600
William Haddock, Attorney $600
Other associate counsel $400
Senior Paralegal/Senior Law Clerk $250
Junior Paralegal/Senior Law Clerk $150
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Simon disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Leonard H. Simon, Esq.
Pendergraft & Simon, LLP
2777 Allen Parkway, Suite 800
Houston, TX 77019
Telephone: (713) 528-8555
Facsimile: (713) 868-1267
About 9707 Woodscape 2020 LLC
9707 Woodscape 2020 LLC, operates Woodscape Apartments, a
multifamily residential complex located at 9707 S Gessner Rd in
Houston, Texas. The property features various unit types and
amenities, including gated access, a fitness center, and a
community pool.
9707 Woodscape 2020 LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-32463) on May 2,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million.
Honorable Bankruptcy Judge Jeffrey P. Norman handles the case.
The Debtor is represented by William Haddock, Esq. at PENDERGRAFT &
SIMON LLP.
ACADEMY AT PENGUIN: Seeks Chapter 11 Bankruptcy in Massachusetts
----------------------------------------------------------------
On June 11, 2025, The Academy at Penguin Hall Inc. filed Chapter
11 protection in the U.S. Bankruptcy Court for the District of
Massachusetts. 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 The Academy at Penguin Hall Inc.
The Academy at Penguin Hall Inc. is a private, college-preparatory
day school for young women in grades 9 through 12. Located in
Wenham, Massachusetts, the school offers interdisciplinary academic
programs and emphasizes leadership, critical thinking, and the
arts.
The Academy at Penguin Hall Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-11191) on
June 11, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $10 million and $50 million each.
The Debtors are represented by John T. Morrier, Esq. at CASNER &
EDWARDS, LLP.
ACCURADIO LLC: Hires Golan Christie Taglia LLP as Counsel
---------------------------------------------------------
Accuradio, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Illinois to employ Golan Christie Taglia
LLP as counsel.
The firm will provide these services:
a. render legal advice with respect to the powers and duties
of the Debtor;
b. prepare all necessary pleadings, orders and reports with
respect to this proceeding and to render all other legal services
as may be necessary proper therein; and
c. do the necessary legal work regarding approval of the
disclosure statement and plan.
The firm will be paid at these rates:
Senior Partner $695 per hour
Partner $575 to $625 per hour
Associate $420 to $550 per hour
Paralegal $250 to $350 per hour
The firm will be paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Beverly A. Berneman, Esq., a partner at Golan Christie Taglia LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Derek D. Samz, Esq.
Beverly A. Berneman, Esq.
Robert R. Benjamin, Esq.
Derrick D. Loving, Esq.
Golan Christie Taglia LLP
70 W. Madison, Ste. 1500
Chicago, IL 60602
Telephone: (312) 263-2300
Facsimile: (312) 263-0939
Email: ddsamz@gct.law
baberneman@gct.law
rrbenjamin@gct.law
ddloving@gct.law
About AccuRadio Inc.
AccuRadio Inc. is a Chicago-based company that offers streaming
radio service.
Accuradio sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ill. Case No. 25-07366) on May 14, 2025. In its
petition, the Debtor reported estimated assets between $500,000 and
$1 million and estimated liabilities between $10 million and $50
million.
Judge Michael B. Slade handles the case.
The Debtor is represented by Derek D. Samz, Esq., at Golan Christie
Taglia, LLP.
ACQUISITION INTEGRATION: Seeks Chapter 11 Bankruptcy in Alabama
---------------------------------------------------------------
On June 10, 2025, Acquisition Integration LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Alabama. 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 Acquisition Integration LLC
Acquisition Integration LLC provides logistics, distribution, and
technical services to the commercial and military aerospace and
vehicle industries. The Company partners with CAP Fleet to produce
upfitted police and special service vehicles for the U.S.
Government Services Administration. Based in the United States, it
operates as an SBA-certified HUBZone and Service-Disabled
Veteran-Owned Small Business.
Acquisition Integration LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 25-81168) on June
10, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Clifton R. Jessup Jr. handles the
case.
The Debtors are represented by Stuart Maples, Esq. at THOMPSON
BURTON PLLC
ADB ENTERPRISES: Seeks Cash Collateral Access Until Oct. 7
----------------------------------------------------------
ADB Enterprises, LLC asked the U.S. Bankruptcy Court for the
District of New Mexico for authority to use cash collateral from
June 7 to Oct. 7.
The Debtor said that continued use of cash collateral is essential
to maintain its online sales business, as the funds are needed to
cover ordinary operating expenses such as rent, utilities, payroll,
inventory purchases, and taxes. Without access to cash collateral,
the Debtor asserted it would be forced to cease operations,
resulting in irreparable harm.
The Debtor acknowledges that several secured creditors may have
interests in the cash collateral. These include (1) Northeast Bank
(formerly Independence Bank), holding a first-priority lien from an
SBA loan; (2) Amazon Capital Services, with a significant claim
secured by inventory and Amazon account rights; (3) U.S. Small
Business Administration, with a second SBA loan and a broad
security interest; (4) Secured Lender Solutions, whose lien is
uncertain and may not be valid; (5) Kapitus, with a broad security
interest tied to a $150,000 loan; and (6) Innovation Refunds, whose
security interest is limited to potential Employee Retention Credit
tax refund proceeds. The Debtor disputes some of the claims and
expressly reserves the right to challenge any creditor's status or
lien validity in the future.
The Debtor sought court approval to continue using cash collateral
under a detailed five-month budget, projecting monthly sales
between $28,000 and $38,000. The Debtor, now staffed only by its
two principals at reduced pay, believes this restructuring and
access to funds will support its recovery. Proposed adequate
protection includes granting replacement liens to secured creditors
with the same priority as their prepetition liens, maintaining a
segregated DIP account, and providing monthly operating reports.
About ADB
Enterprises
ADB Enterprises, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.M. Case No. 24-11214) on November 13,
2024, listing up to $100,000 in assets and up to $10 million in
liabilities. Daniel Behles, Esq., at 709 Consulting, LLC serves as
Subchapter V trustee.
Judge Robert H. Jacobvitz oversees the case.
The Debtor is represented by Jason Michael Cline, Esq., at Jason
Cline, LLC.
AETHON UNITED: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Aethon United BR LP's Long-term Issuer
Default Rating (LT IDR) at 'B' and its senior unsecured debt at
'B+' with a Recovery Rating of 'RR3'.
Aethon's ratings reflect its vertically integrated unit economics,
contiguous positions in the Haynesville Basin and moderate leverage
at 2.3x. While the company's FCF was negative in 2023 and 2024,
Fitch expects a return to positive FCF in 2025.
Key Rating Drivers
Return to Positive FCF: In 2023 and 2024, Aethon's FCF was more
negative than Fitch had anticipated, primarily due to increased
capex and subdued commodity prices. Fitch expects Aethon will
return to positive FCF generation throughout the remainder of the
rating horizon due to improved pricing, decreased capex and strong
hedging. Fitch expects the company will allocate positive FCF
towards revolver repayment.
Low Leverage, Reliance on RBL: Aethon's increase in EBITDA leverage
to 2.3x at the end of 2024 was in line with Fitch's expectations.
With guidance indicating flattish production and lower capital
spending, Fitch forecasts positive FCF and leverage declining below
2.0x. Reserve-based lending (RBL) use rose to 64% as of year-end
2024, up from 54% at year-end 2023. The company refinanced its
senior notes in 2024, extending the maturity to 2029 and using
additional proceeds to repay revolver borrowings. The refinancing
and extension strengthen Aethon's credit profile.
Strong Hedging Program: Aethon's robust hedging program underpins
its commitment to predictable cash flows and supports its
conservative credit stance. Fitch estimates that the company has
hedged 79% at $3.16/thousand cubic feet (mcf), 68% at $3.13/mcf,
21% at $3.20/mcf, and 8% at $2.75/mcf of annual production in the
remainder of 2025 through 2028, respectively. Its hedging strategy
focuses on forward-development production for two years and extends
coverage for up to six years of proved developed production.
Low-Cost Gas Production Profile: Aethon's two largely contiguous
core positions in the Haynesville Basin within northwest Louisiana
and East Texas are supported by its own treatment facilities and
pipeline transportation investments. Established infrastructure in
the basin and proximity to Henry Hub and rising liquified natural
gas demand destinations help support strong realized gas prices and
reduces basis risk. Fitch expects Aethon to develop and manage its
inventory of northwest Louisiana drilling locations, which are in
the more established portion of the Haynesville, balance by its
East Texas acreage, which is in a more developing area of the
Haynesville.
Midstream and Marketing Integration: Aethon's integration into
midstream operations encompasses extensive pipeline infrastructure
and compression capabilities, along with multiple amine treating
facilities. Its midstream and marketing integration has fortified
margins. In 2024, Aethon generated an additional $0.38 and $0.50 of
EBITDA/mcfe from marketing and midstream operations, respectively,
which was in line with historical uplift.
Peer Analysis
Aethon's 'B' IDR and Stable Outlook reflect its smaller size at 906
million cubic feet equivalent per day (MMcfe/d) of production in
2024 relative to gas peers Ascent Resources Utica Holdings, LLC
(BB-/Positive; 2,166 MMcfe/d), Comstock Resources Inc. (B/Stable;
1,442 MMcfe/d), Gulfport Energy Corporation (B+/Stable; 1,054
MMcfe/d), and CNX Resources Corporation (BB+/Stable; 1,505
MMcfe/d).
For 2024, Fitch estimates Aethon's levered cash netbacks are
$1.11/Mcfe, inclusive of benefits from marketing assets that
contributed $0.38/Mcfe. Separately from the upstream segment,
Aethon generated additional midstream EBITDA that would equate to
another $0.50/Mcfe.
Peer netbacks range from $0.70/Mcf for Ascent, $0.81/Mcfe for
Comstock, $1.00/Mcfe for Gulfport and $0.78/Mcfe for CNX. Aethon's
EBITDA leverage was 2.3x at the end of 2024, which is in line with
other 'B' rated peers.
Key Assumptions
- Interest rates on floating rate debt based on SOFR;
- West Texas Intermediate crude oil price of $60/bbl in 2025
through 2027 and $57 thereafter;
- Henry Hub natural gas (USD/mcf) of $3.25/mcf in 2025, $3.00/mcf
in 2026, and $2.75/mcf thereafter;
- Total annual capex of $500 million throughout forecast;
- Flat production;
- FCF applied to revolver repayment;
- No shareholder distributions during forecast.
Recovery Analysis
The recovery analysis assumes that Aethon would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
GC Approach: The GC EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon which Fitch
based the enterprise valuation (EV), which reflects the decline
from current pricing levels to stressed levels and then a partial
recovery coming out of a troughed pricing environment.
An EV multiple of 3.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:
- The historical bankruptcy case study exit multiples for peer
companies ranged from 2.8x to 7.0x, with an average of 5.2x and a
median of 5.4x;
- The multiple considers 2021 transaction in the Haynesville Basin
such as Southwestern Energy Company's acquisition of Indigo Natural
Resources LLC at an approximated 3.85x forward multiple,
Southwestern's acquisition of GEP Haynesville at a 2.9x forward
multiple as well as Chesapeake Energy Corp.'s acquisition of Vine
Energy Inc. at an approximate 4x multiple;
- The GC EBITDA estimate is $10 million higher than last year to
keep in line with its EBITDA at stress pricing.
The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors. Fitch considers valuations such as
SEC PV-10 and M&A transactions metrics for each basin including
multiples for production per flowing barrel, proved reserves
valuation, value per acre and value per drilling location.
The revolver is senior to the senior unsecured bonds in the
waterfall and is 90% drawn. The allocation of value in the
liability waterfall results in recovery corresponding to 'RR3' for
the senior unsecured debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Sustained RBL utilization over 70%;
- Failure to realize expected production and capital efficiency
gains resulting in lower-than-expected unit economics and sustained
negative FCF;
- Midcycle EBITDA leverage sustained above 3.5x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Sustained positive FCF generation;
- Improved liquidity from lower revolver utilization;
- Demonstrated commitment to stated financial policy, including
hedging program, resulting in sustained midcycle EBITDA leverage
below 2.5x.
Liquidity and Debt Structure
At March 31, 2025 Aethon had $434 million of undrawn capacity on
its $1 billion RBL and $5 million of cash on the balance sheet. The
borrowing base of $1.15 billion and elected commitment of $1
billion was re-affirmed in December 2024. The company extended the
revolver's maturity out to 2029 and refinanced $750 million of
senior notes due 2026 with $1 billion of new senior notes due
2029.
With improved natural gas pricing in 2025, decreased capex and
strong hedging, Fitch forecasts positive FCF generation throughout
the forecast after which Fitch expects to be used for further
revolver repayment.
Issuer Profile
Aethon is an independent exploration & production company focused
primarily on the development of natural gas properties in North
Louisiana and East Texas' Haynesville shale formation. Aethon is
one of the largest private natural gas producers operating in the
basin.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Aethon United BR LP LT IDR B Affirmed B
senior unsecured LT B+ Affirmed RR3 B+
AMBASSADOR VETERANS: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Ambassador Veterans Services of Puerto Rico LLC
Bo Amuelas 115 Carr 595 Km 5.6
Juana Diaz, PR 00795
Business Description: Ambassador Veterans Services of Puerto Rico
LLC operates a nursing and intermediate care
facility for veterans in Juana Diaz, Puerto
Rico. The Company provides residential
healthcare services to eligible veterans at
its location in Barrio Amuelas.
Chapter 11 Petition Date: June 13, 2025
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 25-02690
Debtor's Counsel: Javier Vilarino, Esq.
VILARINO AND ASSOCIATES LLC
PO Box 9022515
San Juan, PR 00902
Tel: (787) 565-9894
E-mail: jvilarino@vilarinolaw.com
Total Assets: $2,567,403
Total Liabilities: $4,068,135
The petition was signed by Timothy Sadler as president and chief
financial officer.
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/HBBUBHI/AMBASSADOR_VETERANS_SERVICES_OF__prbke-25-02690__0001.0.pdf?mcid=tGE4TAMA
AMERICAN RESOURCES: Regains Nasdaq Continued Listing Compliance
---------------------------------------------------------------
American Resources Corporation disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Company
received a letter from the Nasdaq Stock Market indicating that the
company's Form 10-Q for the fiscal year ended March 31, 2025, has
not been timely filed according to Nasdaq's Listing Rules.
The notification of noncompliance has no immediate effect on the
listing or trading of the Company's stock on the Nasdaq Capital
Market. Under the Listing Rules, the Company has 60 days to file a
plan to file its 10-K and then 180 days post acceptance of the plan
to file at which point the Company will regain compliance with the
listing requirements and the common stock will continue to be
eligible for listing on the Nasdaq Capital Market.
The Company filed the required 10-Q on May 28 and was in compliance
with Nasdaq Continued Listing Standards at the time of the issuance
of the notification.
About American Resources Corp
American Resources Corporation operates through subsidiaries that
were formed or acquired in 2020, 2019, 2018, 2016, and 2015 for the
purpose of acquiring, rehabilitating, and operating various natural
resource assets, including coal used in the steel-making and
industrial markets, critical and rare earth elements used in the
electrification economy, and aggregated metal and steel products
used in the recycling industries.
As of December 31, 2024, the Company had $205,013,999 in total
assets, $286,923,743 in total liabilities, and total deficit of
$81,909,744.
Columbus, Ohio-based GBQ Partners LLC, the Company's auditor since
2024, issued a “going concern” qualification in its report
dated May 19, 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 recurring losses from operations that raise
substantial doubt about its ability to continue as a going
concern.
AP CORE II: Fitch Lowers LongTerm IDR to 'B-', Outlook Stable
-------------------------------------------------------------
Fitch Rating has downgraded AP Core Holdings II, LLC (dba Yahoo) to
'B-' from 'B+'. The Rating Outlook is Stable.
The downgrade reflects Fitch's expectation that Yahoo will remain
above its previously assigned negative sensitivities for longer
than anticipated, despite its expectation for the company's EBITDA
to improve in 2025. Yahoo's EBITDA remains pressured due to high
traffic acquisitions costs (TAC), and its earnings are still
vulnerable to changes in the macro-environment.
The Stable Outlook is supported by Yahoo's substantial cash
reserve, which is adequate to cover any cash flow deficits and
makes default unlikely in the next 12-months. The company is also
expected to extend the maturity of its revolver, which should
support its liquidity profile.
Key Rating Drivers
Elevated Leverage: Despite its expectation for healthy EBITDA
growth, Fitch expects Yahoo's EBITDA leverage to remain elevated at
around 6x over the next 12-24 months. Fitch expects FCF to be
negative in 2025 and 2026 as tech modernization cash costs are
likely to more than offset its anticipated double-digit EBITDA
growth, coupled with material capex spend. The company's cash
balance of $450 million is likely to decline over the next two
years. Higher-than-anticipated negative FCF generation may heighten
Yahoo's refinancing risk as it faces term loan maturities in
September-2027.
High Advertising Exposure: During 1Q25, Yahoo's sales rose by 11%
YoY due to better yield optimization supported by refreshed digital
properties, an initiative that was started in 2024. According to
Yahoo, the demand environment has remained healthy despite ongoing
macro uncertainty due to trade disputes. However, Fitch notes with
caution that digital advertising can be 'shut-off' relatively quick
if advertisers sense a downturn in economic sentiment. Advertising
budgets are often the first to be cut during economic uncertainty
or downturns. Advertising is a major revenue driver for Yahoo,
accounting for over 90% of its total revenue.
Rising TAC, Challenged Margins: Fitch anticipates search TAC to
remain elevated at around 60% of search sales over the medium term.
TAC, which increased to 60% in 1Q25 from 54% in 2022, is an
important driver for Yahoo's search revenues. In addition to TAC,
the company is contending with other high operating costs, which
have risen since 2022.
Secular Challenges, Strong Competitors: Fitch views the digital
advertising market as extremely competitive and fragmented. Yahoo
faces competition in all its main verticals, such as finance, news,
mail, and sports. Major players like Meta own leading brands and
hold significant positions in the advertising market. Although
Yahoo is a notable global online platform, it is likely to continue
experiencing market share erosion over the medium to long term.
AI Disruption Risk: Yahoo, as well as other digital publishers,
faces potential long-term disruption risk from the rapid evolution
of Artificial Intelligence and their large language models. These
technologies may disintermediate traditional content portals and
reduce user reliance on legacy web-based search and aggregation
platforms. Users increasingly seek direct, conversational answers
from AI models, many of which bypass publisher sites. This shift
may result in reduced page views and lower ad monetization
potential.
Peer Analysis
Gannett (B/ Negative) is a global multimedia company consisting of
publishing and digital media solutions segments in the U.S. and
U.K. The company's cash flow profile is exposed to the structural
decline of print media, but its digital services segment is showing
promising growth and is expected to account for 50% of revenues in
2025, up from 43% in 2024. Gannett has a relatively better cash
flow profile than Yahoo with consistent FCF generation as well as
better leverage. Therefore, it is rated a notch above Yahoo.
Tungsten CayCo Ltd (B-/ Negative) is a privately held company that
offers its customers Intelligent Automation (IA) solutions that
allow them to automate high volume manual processes, significantly
improving efficiencies. Both companies have similar debt maturity
profiles, but Yahoo has a Stable Outlook based on its relatively
better liquidity profile.
Newfold Digital, Inc (CCC+) is a provider of web presence solutions
primarily serving the SMB markets. Its products include internet
domains, hosting, websites, eCommerce, and related products,
including brands such as Web.com and Bluehost. Newfold enjoys a
strong recurring revenue of 95% with a diversified customer base,
but it operates in a highly fragmented space, which is similar to
Yahoo.
Key Assumptions
- Low double-digit revenue growth in 2025 driven by higher yield
optimization supported by the company's investments into their
digital assets, an initiative that began in 2024;
- EBITDA margins remain in the mid-single digits due to high search
TAC;
- Annual capital intensity of 6% in 2025, and then recede thereon
to around 5% thereafter;
- No debt prepayment beyond required amortization;
- No M&A or shareholder returns.
Recovery Analysis
The recovery analysis assumes that Yahoo would be reorganized as a
going-concern in bankruptcy rather than liquidated.
Fitch has assumed a 10% administrative claim and that the accounts
receivable securitization is drawn down by 80%. The revolver is
drawn in full.
Fitch assumes substantial revenue declines driven by continued
advertising weakness as AP Core is unable to offset competitive
threats and its efforts to refresh its product offerings are
unsuccessful. Fitch also assumes the company is unable to quickly
reduce costs. As a result, GC EBITDA declines to around $200
million.
Fitch's GC EBITDA estimate reflects its view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation. This considers that the company's investment
efforts into its digital assets would not be able to offset the
competitive pressures it currently faces thereby resulting in lower
earnings.
Fitch assumes AP Core will receive a going-concern recovery EV
multiple of 6.0x GC EBITDA. The multiple is higher than linear
heavy Gannett and E.W. Scripps given Yahoo's exposure to digital
advertising. It is also mostly in line with Fitch's median TMT
emergence multiple of 5.5x.
The recovery analysis results in an 'RR4' recovery rating for the
company's secured first lien debt, which corresponds to the
company's IDR of 'B-'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Persistently negative FCF generation beyond Fitch's expectation;
- EBITDA Interest coverage falls below 1.2x on a sustained basis.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch-calculated leverage trending below 5.0x on a sustained
basis;
- FCF trending materially towards positive territory;
- Improved visibility around refinancing prospects for its term
loan maturities.
Liquidity and Debt Structure
As of quarter end-March 2025, Yahoo had total liquidity sources of
$541 million comprised of $453 million in cash and $88 million
available under its revolving credit facility after excluding lines
of credit. This bodes well compared to the company's contractual
obligations of $40 million falling due over the next 12-months.
Yahoo is expected to extend the maturity of its revolver to 2028,
which should support its liquidity profile. Fitch expects Yahoo to
generate mostly negative FCF over the next 12-months and for the
company to draw on its cash to fill any shortfalls. According to
management, the company is in compliance with its financial
covenants.
Issuer Profile
Yahoo offers Internet search, mail, news, finance, sports,
entertainment, content, subscription and e-commerce to consumers
and digital advertising to businesses.
External Appeal Committee Outcomes
In accordance with Fitch's policies the Issuer appealed and
provided additional information to Fitch that resulted in a rating
action that is different than the original rating committee
outcome.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
AP Core Holdings II, LLC LT IDR B- Downgrade B+
senior secured LT B- Downgrade RR4 BB+
AQUARIAN INSURANCE: Fitch Alters Outlook on 'BB+' IDR to Positive
-----------------------------------------------------------------
Fitch Ratings has affirmed Investors Heritage Life Insurance
Company's (IHLIC) Insurer Financial Strength (IFS) rating at
'BBB-'. The Rating Outlook is Stable. The affirmation reflects the
company's limited business franchise, strong capitalization,
constrained earnings and heightened investment risk.
Additionally, Fitch has affirmed Aquarian Insurance Holdings LLC's
(IHLIC's parent) Long-Term Issuer Default Rating (IDR) at 'BB+' and
revised the Outlook to Positive from Stable. The Positive Outlook
reflects Fitch's improved view of Aquarian's core insurance
entities' credit profiles. Fitch has also affirmed the rating of
the company's $750 million 7.875% senior unsecured notes at 'BB'.
Key Rating Drivers
Aquarian Insurance Enterprise: Along with IHLIC, Aquarian owns
Somerset Reinsurance Limited, which it acquired in 2023. IHLIC
represents Aquarian's new business platform, while Somerset focuses
on reinsurance, which includes acquiring run-off blocks, as well as
flow reinsurance. Somerset's largest transaction to date was the
assumption of $12.5 billion of guaranteed universal life reserves
from Prudential Financial, Inc. in 2024. Fitch expects Aquarian to
continue growing across its insurance platform and leveraging its
private credit capabilities.
Limited Business Franchise: IHLIC's business profile is categorized
as 'Least Favorable' relative to the broader North American life
insurance industry, due to the company's limited business franchise
and product diversification. IHLIC's geographic diversification has
improved, but its liability profile remains heavily concentrated
towards fixed annuity products. However, the company continues to
make meaningful progress towards becoming an established national
annuity writer.
Strong Capital Position: Fitch views IHLIC's capitalization as
strong, and capital levels at IHLIC exceed expectations for the
current rating. At YE 2024, IHLIC has a 'Very Strong' score in
Fitch's Prism capital model and had an NAIC RBC ratio of 366%, both
supporting Fitch's view of the company's strong capital position.
IHLIC's parent remains supportive. Fitch expects capital metrics to
remain strong and aligned with rating expectations.
Business Growth Constrains Earnings: IHLIC has reported consecutive
net operating losses in 2023 and 2024 as profitability remains
constrained because of new business growth and statutory strain.
The company's pre-need, final expense and in-force annuity business
remain profitable. Fitch believes IHLIC's exposure to interest
rates is above average, given its focus on spread-based
liabilities. Macroeconomic conditions still support growth;
however, heightened volatility and geopolitical uncertainty could
adversely affect IHLIC and peers.
Elevated Investment Risk: IHLIC's investment risk profile is
elevated compared to the broader life industry but in line with
annuity peers. IHLIC's investment portfolio shifted toward higher
structured securities allocations and private credit following its
acquisition by Aquarian. This remains consistent with both peers
and broader industry trends. However, the portfolio's investment
risk profile improved as of YE 2024 due to lower allocation to
below investment grade bonds and Schedule BA assets.
Robust ALM and Adequate Liquidity: Fitch views IHLIC's
asset/liability management (ALM) and liquidity as strong. IHLIC
maintains a close duration match between its assets and liabilities
and performs well under the statutory cash flow testing framework.
IHLIC's reported liquidity ratio fell due to a focus on private
credit. However, Fitch expects its risk-adjusted liquidity measure
will remain consistent with rating expectations. IHLIC has
maintained its access to contingent liquidity sources, including
borrowing from the Federal Home Loan Bank.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Aquarian Insurance Holdings
- Cash interest coverage below 3x
- Consolidated Financial leverage above 40%
Investors Heritage
- Failure to expand the company's product offerings in line with
expectations or the continued reliance on a concentrated
distribution structure;
- A sustained decline in capital such that RBC falls below 300%, or
the Prism score falls below the 'Strong' level;
- An adverse change in Fitch's view of the organization's financial
leverage or debt service capabilities;
- Investment risk exceeding Fitch's tolerance for the rating as
evidenced by a risky-asset ratio above 150% or material
credit-related losses.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Aquarian Insurance Holdings
- GAAP based fixed-charge coverage above 4x
- Improvement in Fitch's view of Aquarian's core entities' credit
quality.
Investors Heritage
- Expansion and performance of the company's product offerings in
line with expectations and increased diversification of
distribution channels;
- An improvement in internal capital generation while maintaining a
Prism score at or above the 'Strong' category;
- Continued positive investment performance as evidenced by minimal
impairments and credit-related losses.
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 Prior
----------- ------ -----
Investors Heritage
Life Insurance Company LT IFS BBB- Affirmed BBB-
Aquarian Insurance
Holdings LLC LT IDR BB+ Affirmed BB+
senior unsecured LT BB Affirmed BB
AR ACQUISITIONS: Hires Pacific Northwest as Real Estate Broker
--------------------------------------------------------------
AR Acquisitions, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Washington to employ Pacific Northwest
Property Management, Inc. as real estate broker and property
manager.
The firm will provide these services:
a. make the recommendations, valuations, and opinions;
b. make recommendations regarding listing prices and sales
prices if, as, and when an offer is received;
c. provide reasonable and necessary construction management
oversight necessary for the DIP to make cost-effective improvements
to each real property parcel necessary to reorganize the Debtor.
Currently, the DIP's plan to reorganize the Debtor is reasonable
and prudent;
d. work with the DIP to identify, target, and solicit
potential buyers for the vacant land, which is Lot 2 (property of
the Estate) and the four real property parcels owned by White Rock
(the Estate owns White Rock);
e. work with the DIP to identify, hire, and oversee
contractors and subcontractors to complete the improvements to Lot
3 and to update and renovate the existing single-family home on Lot
1;
f. oversee the completion of construction on the Lot 3 ADU and
the updates and renovations of the 104th Property and Lot 1;
g. provide financial oversight to assist the DIP in filing
accurate monthly operating reports;
h. list the real property parcels that are property of the
Estate or owned by White Rock for sale in the NWMLS and provide the
necessary real estate services for each real property parcel that
it lists for sale;
i. work with the DIP to ensure potential buyers have access to
the real property parcels that it lists for sale and that the
potential buyers receive adequate information for them to satisfy
any feasibility contingency that must be satisfied to sell any
parcel of real property it lists for sale;
j. assist the DIP in negotiating contracts with contractors,
and potential buyers for any real property parcel it lists;
k. oversee the preparation of and review any purchase and sale
agreements, including feasibility contingency periods, earnest
money deposits, closing extensions, and representations and
warranties, including any accompanying addenda, which must be
approved by the Court by order or a confirmed plan of
reorganization;
l. cooperate with other professionals, such as title
companies, lenders, trustees, lawyers, escrow agents, other real
estate brokers, and inspectors to procure real estate purchase and
sale agreements and close the transactions contemplated by any such
agreement; and
m. perform any and all other real estate services that are
necessary to be provided by a Washington licensed real estate
broker that lists real property for sale in Washington.
The firm will be paid at a 1 percent listing broker real estate
commission from any real property parcel that is currently property
of the Estate or owned by White Rock if, as, and when the parcel of
real property is sold.
Alex Robertson, a partner at Pacific Northwest Property Management,
Inc., 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:
Alex Robertson
Pacific Northwest Property Management, Inc.
7501 212th St SW
Edmonds, WA 98026
Tel: (425) 771-4100
About AR Acquisitions
AR Acquisitions, LLC, a company in Bellevue, Wash., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. W.D. Wash. Case No. 24-12986) on November 22, 2024. In the
petition, the Debtor reported between $1 million and $10 million in
both assets and liabilities.
Judge Christopher M. Alston oversees the case.
The Debtor is represented by Dennis McGlothin, Esq., at Western
Washington Law Group PLLC.
ARTIFICIAL INTELLIGENCE: FY25 Revenues Surge 275% to $6.1-Mil.
--------------------------------------------------------------
Artificial Intelligence Technology Solutions, Inc. has filed its
Annual Report on Form 10-K with the Securities and Exchange
Commission for the fiscal year ended February 28, 2025. The Company
reported annual revenue of $6,130,886, reflecting continued
multi-year growth and the accelerating adoption of AITX's advanced
AI-driven physical security solutions. The year concluded with a
stable and fully deployed product set, streamlined operations, and
a strengthened balance sheet. This positions AITX closer to
operational profitability than ever before.
Financial Highlights:
* AITX achieved total annual revenue of $6,130,886 for the
fiscal year ended February 28, 2025, representing 275% of FY 2024
revenues.
* Gross profit for the year ended February 28, 2025, was
$3,744,564. This marks an increase of $3,178,747, or 562%, over the
prior year's gross profit of $565,817 for the year ended February
29, 2024.
* During the fiscal year, the Company successfully
renegotiated with a lender to extend the maturities on various
loans totaling $24.7 million at no cost. As a result of these
efforts, the current ratio improved from 0.17 as of February 29,
2024, to 0.66 on February 28, 2025. Current liabilities decreased
to $7.6 million at year end, compared to $21.7 million at the close
of the prior fiscal year.
* By year end, the Company's recurring monthly revenue (RMR)
run rate is expected to surpass $1 million, with internal forecasts
indicating potential RMR growth to as high as $2 million by the end
of this fiscal year. AITX expects further complete success to
achieve operational positive cash flow and further improve its
balance sheet.
The Company continues to pursue its long-stated objective of
uplisting to NASDAQ, with expectations to achieve this milestone
sometime between 2027 and 2029.
Operational and Strategic Achievements:
* During the fiscal year 2025, AITX completed the rollout of
its fourth generation (Gen 4) platform across all core product
lines, delivering advanced performance, streamlined manufacturing,
and lower deployment complexity. This technology foundation
supported the successful launch of SARA (Speaking Autonomous
Responsive Agent), AITX's proprietary agentic AI, now central to
the Company's recurring revenue growth plans.
* With the product portfolio now fully developed and stable,
AITX offers a complete suite of market-ready solutions serving
enterprise, commercial, and residential security needs. These
achievements, combined with disciplined cost management and
operational efficiency, contributed to continued gross profit
improvement.
You are encouraged to view AITX's complete lineup of AI powered
solutions here https://aitx.ai/request-aitx-company-profile/ to see
how AITX is transforming security and facility management
solutions.
"We're happy with the year, but we're in no way satisfied," said
Steve Reinharz, founder, CEO and CTO of AITX. "Our Gen 4 platform
capabilities, SARA's launch, and ROAMEO, as well as other soon to
be released solutions, make this fiscal year and what follows
incredibly exciting. We have big aspirations, and this fiscal year
that closed is a critical steppingstone on our journey forward. I
am confident that the foundation we have established this year will
drive continued success and unlock significant opportunities as we
move forward."
AITX remains committed to operational execution and financial
discipline as it advances toward its next stage of growth. The
Company encourages analysts and other interested parties to review
the full 10-K for a comprehensive understanding of its performance
and outlook.
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/yc2b4m45
About Artificial Intelligence Technology
Headquartered in Ferndale, Mich., Artificial Intelligence
Technology Solutions Inc. is an innovator in the delivery of
artificial intelligence-based solutions that empower organizations
to gain new insight, solve complex challenges, and fuel new
business ideas. Through its next-generation robotic product
offerings, AITX's RAD, RAD-R, RAD-M, and RAD-G companies help
organizations streamline operations, increase ROI, and strengthen
business. AITX technology improves the simplicity and economics of
patrolling and guard services, allowing experienced personnel to
focus on more strategic tasks. Customers augment the capabilities
of existing staff and gain higher levels of situational awareness,
all at drastically reduced costs. AITX solutions are well-suited
for use in multiple industries such as enterprises, government,
transportation, critical infrastructure, education, and
healthcare.
Deer Park, Illinois-based L J Soldinger Associates, LLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated May 29, 2025, attached to the
Company's Annual Report on Form 10-K for the fiscal year ended
February 28, 2025, citing that the Company had negative cash flow
from operating activities of approximately $12.2 million, an
accumulated deficit of approximately $156.5 million and negative
working capital of approximately $2.5 million as of and for the
year ended February 28, 2025, which raises substantial doubt about
its ability to continue as a going concern.
ASCEND PERFORMANCE: Proofs of Claim Due July 23, 2025
-----------------------------------------------------
The U.S. Bank Bankruptcy Court for the Southern District of Texas
set July 23, 2025, at 4:00 p.m. (Central Time) as the last date and
time for persons or entities to file proofs of claim against Ascend
Performance Materials Holdings Inc. and its debtor-affiliates.
The Court also set Oct. 20, 2025, at 4:00 p.m. (Central Time) as
the deadline for all governmental units to file their claims
against the Debtors.
Completed forms can be sent to the following addresses, or you may
file a claim online at https://tinyurl.com/45s8zca2.
a) If by First-Class Mail:
Ascend Performance Materials Holdings Inc.
Claims Processing Center
c/o Epiq Corporate Restructuring, LLC
P.O. Box 4421
Beaverton, OR 97076-4421
b) If by Hand Delivery or Overnight Mail:
Ascend Performance Materials Holdings Inc.
Claims Processing Center
c/o Epiq Corporate Restructuring, LLC
10300 SW Allen Blvd.
Beaverton, OR 97005
A blank proof of claim form can be obtained at
https://tinyurl.com/3wx6htat.
For additional information and inquiries about these cases, please
call the numbers listed below. U.S. & Canada based parties should
use the toll-free numbers: (U.S.& Canada) (888) 890-9917 or (Non
U.S.) +1 (971) 385-8728.
About Ascend Performance Materials
Ascend Performance Materials Holdings, together with their
non-Debtor affiliates, are one of the largest, fully-integrated
producers of nylon, a plastic that is used in everyday essentials,
like apparel, carpets, and tires, as well as new technologies, like
electric vehicles and solar energy systems. Ascend's business
primarily revolves around the production and sale of nylon 6,6
(PA66), along with the chemical intermediates and downstream
products derived from it. Common applications of PA66 include
heating and cooling systems, air bags, batteries, and athletic
apparel. Headquartered in Houston, Texas, Ascend has a global
workforce of approximately 2,200 employees and operates eleven
manufacturing facilities that span the United States, Mexico,
Europe, and Asia.
Ascend Performance Materials Holdings Inc. and its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 25-90127) on April 21, 2025.
In the petitions signed by Robert Del Genio, chief restructuring
officer, the Debtors disclosed $1 billion to $10 billion in both
estimated assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Bracewell LLP and Kirkland & Ellis LLP as
counsel; PJT Partners, Inc. as investment banker; FTI Consulting,
Inc. as restructuring advisor; and Deloitte LLP as tax advisor.
Epiq Corporate Restructuring LLC is the Debtors' claims, noticing,
and solicitation agent.
ASH GROVE: Section 341(a) Meeting of Creditors on July 17
---------------------------------------------------------
On June 11, 2025, Ash Grove Dairy LLP Chapter 11 protection in the
U.S. Bankruptcy Court for the District of Minnesota. According to
court filing, the Debtor reports between $10 million and $50
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
A meeting of creditors under Section 341(a) to be held on July 17,
2025 at 01:30 PM. Teleconference Only.
About Ash Grove Dairy LLP
Ash Grove Dairy LLP operates a commercial Holstein dairy farm in
Lake Benton, Minnesota. The Company manages approximately 2,000
milking cows on a 55-acre property, focusing on milk production and
the breeding of high-quality Registered Holsteins. It also operates
a renewable natural gas facility that converts manure into
pipeline-grade fuel.
Ash Grove Dairy LLP sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Minn. Case No. 25-31794) on June 2,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Katherine A. Constantine handles the
case.
The Debtors are represented by David C. McLaughlin, Esq. at FLUEGEL
ANDERSON MCLAUGHLIN & BRUTLAG.
AUTOMATED TRUCKING: Seeks Chapter 11 Bankruptcy in Florida
----------------------------------------------------------
On June 10, 2025, Automated Trucking LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
Florida. According to court filing, the Debtor reports between
$10 million and $50 million in debt owed to 200 and 999 creditors.
The petition states funds will be available to unsecured
creditors.
About Automated Trucking LLC
Automated Trucking LLC provides managed trucking services, allowing
investors to lease trucks while the Company handles operations
including driver management, maintenance, insurance, and dispatch.
It is based in Lakeland, Florida.
Automated Trucking LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-03886) on June 10,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million.
Honorable Bankruptcy Judge Catherine Peek Mcewen handles the
case.
The Debtors are represented by Alberto ("Al") F. Gomez, Jr., Esq.
at JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP.
AVALON SUGAR: Gets Interim OK to Use Cash Collateral
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division issued an interim order allowing Avalon Sugar Land
Hospitality, LLC to use the cash collateral of International Bank
of Commerce.
The interim order authorized the company to use its lender's cash
collateral, including funds in its operating account, in accordance
with a court-approved budget.
As protection, IBC will receive senior and junior liens on the
company's assets (excluding avoidance actions) and a monthly cash
payment of $50,000.
The company's authority to use cash collateral terminates upon the
occurrence of so-called events of default, including failure to
comply with the terms of the order; use of cash collateral other
than as agreed; dismissal or conversion of its Chapter 11 case to a
proceeding under Chapter 7; and failure to pay post-petition tax
liabilities.
The final hearing is scheduled for July 14.
IBC is represented by:
Eric M. English, Esq.
Michael B. Dearman, Esq.
Porter Hedges, LLP
1000 Main St., 36th Floor
Houston, TX 77002
Tel: (713) 226-6000
eenglish@porterhedges.com
mdearman@porterhedges.com
About Avalon Sugar Land Hospitality
Avalon Sugar Land Hospitality, LLC is a single-asset real estate
debtor (as defined in 11 U.S.C. Section 101(51B)) that owns the
Hampton Inn in Sugar Land, Texas.
Avalon Sugar Land Hospitality sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-31802) on March
31, 2025. In its petition, the Debtor reported total assets of
$19,375,000 and total debts of $13,851,944.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor is represented by Richard L. Fuqua, II, Esq., at Fuqua &
Associates, P.C.
AY PHASE II: Secured Party to Sell Class A Interests on June 30
---------------------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, DBD AYB Funding LLC, as administrative
agent for DBD AYB Funding LLC and AYB Funding 100 LLC ("secured
party") will sell 100% of the Class A limited liability membership
interests in AY Phase II Development Company LLC, as more
particularly described in that certain amended and restated pledged
and security agreement, dated June 17, 2015, by and among secured
party and AY Phase II Mezzanine LLC ("collateral") to the highest
qualified bidder at public sale.
The public sale will take place on June 30, 2025, at 3:00 p.m.,
both in person and remotely from the offices of Rosenberg & Estis
PC, 733 Third Avenue, New York 10017, with access afforded in
person and remotely via zoom or other web-based video conferencing
and telephonic conferencing program selected by secured party.
Secured party's understanding is that the principal assets of the
Class A limited liability membership interests in AY Phase II
Development Company LLC is the parcel of real property on the
entire block bound by Six Avenue, Atlantic Avenue, Pacific Street
and Carlton Street, and the western blockfront of Carlton Street
between Atlantic and Pacific Street in the Prospect Heights section
of Brooklyn, New York, identified as B5, B6, B7 and B8 located in
Brooklyn, New York, and more particularly known as the air rights
parcels above Block 1120 and Block 1211 and the terra firm known as
Block 1120, Lots 19, 28, and 35 in Kings County, New York, as such
collateral is described in that certain Schedule II to the omnibus
first amendment and reaffirmation of loan documents dated as of
June 17, 2015, by and among secured party, AY Phase II Mezzanine
LLC, Forest City Enterprises Inc., Greenland US Holding Inc., and
Greenland US Commercial Holding Inc.
The sale will be conducted by Mannion Auctions LLC, by Matthew
Mannion.
Interested parties who would like additional information regarding
the sale must contact the agent for secured party, Nick Scribani of
Newmark at (212) 372-2113 or Nick.Scribani@nmrk.com.
Attorney for the Secured Party can be reached at:
Rosenberg & Estis PC
Attn: Eric S. Orenstein, Esq.
733 Third Avenue
New York, New York 10017
Tel: (212) 551-8438
Email: eorenstein@rosenbergestis.com
BALAJIO LLC: Seeks Chapter 11 Bankruptcy in Florida
---------------------------------------------------
On June 10, 2025, Balajio LLC filed Chapter 11 protection in the
U.S. Bankruptcy Court for the Middle District of Florida. According
to court filing, the Debtor reports between $1 million and $10
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Balajio LLC
Balajio LLC is a limited liability company.
Balajio LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. M.D. Fla. Case No. 25-03556) on June 10, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Tiffany P. Geyer handles the case.
The Debtors are represented by Justin M. Luna, Esq. at LATHAM LUNA
EDEN & BEAUDINE LLP.
BALKAN EXPRESS: Hires Bonds Ellis Eppich Schafer as Attorney
------------------------------------------------------------
Balkan Express, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to employ Bonds Ellis Eppich
Schafer Jones LLP as attorney.
The firm will provide these services:
a. serve as attorneys of record for the Debtors and to provide
representation and legal advice with respect to the Debtors' powers
and duties as debtors in possession in the continued operation of
the Debtors' businesses;
b. assist the Debtors in carrying out their duties under the
Bankruptcy Code, including advising the Debtors of such duties,
their obligations, and their legal rights;
c. take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of actions commenced against the
Debtors, the negotiation of disputes in which the Debtors are
involved, and the preparation of objection, as necessary, to relief
sough and claims filed against the Debtors' estates;
d. consult with the United States Trustee, any statutory
committee that may be formed, and all other creditors and parties
in interest concerning administration of these Chapter 11 Cases;
e. assist in potential sales of the Debtors' assets;
f. prepare on behalf of the Debtors all motions, applications,
answers, orders, reports, and other legal papers and documents to
further the Debtors' estates' interests and objections, and to
assist the Debtors in preparation of schedules, statements, and
reports, and to represent the Debtors and their estates at all
related hearings and at all related meetings of creditors, United
States Trustee interviews, and the like;
g. assist the Debtors in connection with preparing and
refining their chapter 11 plans and disclosures statements, and/or
all related agreements and documents necessary to facilitate an
exit from these Chapter 11 Cases, take appropriate action on behalf
of the Debtors to obtain confirmation of such plans, and take such
further actions as may be required in connection with the
implementation of such plans;
h. assist the Debtors in analyzing and appropriately treating
the claims of creditors, including objecting to claims and trying
claim objections;
i. appear before this Court and any appellate courts or other
courts having jurisdiction over any matter associated with these
Chapter 11 Cases; and
j. perform all other legal services and provide all other
legal advice to the Debtors as may be required or deemed to be in
the interest of their estates in accordance with the Debtors'
rights and duties as set forth in the Bankruptcy Code.
The firm will be paid at these rates:
Joshua N. Eppich, Partner $750 per hour
Ken Green, Partner $650 per hour
Eric T. Haitz, Partner $500 per hour
Bryan Prentice Sr., Associate $425 per hour
Linda Gordon, Paralegal $325 per hour
The firm received a retainer in the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joshua N. Eppich, Esq., a partner at Bonds Ellis Eppich Schafer
Jones LLP, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Joshua N. Eppich, Esq.
Bonds Ellis Eppich Schafer Jones LLP
420 Throckmorton Street, Suite 1000
Fort Worth, TX 76102
Telephone: (817) 405-6900
Facsimile: (817) 405-6902
Email: joshua@bondsellis.com
About Balkan Express, LLC
Balkan Express LLC is a transportation and logistics company based
in Fort Worth, Texas, offering full truckload and
less-than-truckload freight services across the 48 contiguous U.S.
states. The Company operates a fleet of over 150 trucks and 250
trailers and offers 24/7 dispatch support with GPS tracking.
Balkan Express LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-41544) on April 30,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million.
The Debtor is represented by Joshua N. Eppich, Esq. at BONDS ELLIS
EPPICH SCHAFER JONES LLP.
BARRETTS MINERALS: Creditors Object to Judge's Talc Trial Handling
------------------------------------------------------------------
Benjamin Hernandez of Bloomberg Law reports that a committee
representing asbestos claimants is contesting a judge's
recommendation to move a central dispute in Barretts Minerals
Inc.'s Chapter 11 case from bankruptcy court to federal district
court.
In an objection filed Wednesday, June 11, 2025, the unsecured
creditors’ committee claimed the proposed transfer would violate
established legal precedent and infringe upon the constitutional
rights of asbestos victims. The committee urged the U.S. District
Court for the Southern District of Texas to keep the matter in the
Houston bankruptcy court, where Judge Marvin Isgur is currently
overseeing the case.
About Barretts Minerals Inc.
Barretts Minerals Inc.'s current operations are focused on the
mining, beneficiating, processing, and sale of industrial talc. It
historically supplied a relatively minor percentage of its sales
into cosmetic applications. Barretts Minerals' talc is sold to
distributors and third-party manufacturers for use in such parties'
products, which are then incorporated into downstream products
eventually sold to consumers.
Barretts Minerals and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90794) on Oct. 2, 2023. In the petition signed by its chief
restructuring officer, David J. Gordon, Barretts Minerals disclosed
$50 million to $100 million in assets and $10 million to $50
million in liabilities.
The case was initially assigned to Judge David R. Jones before
Judge Marvin Isgur took over.
The Debtors tapped Porter Hedges, LLP and Latham& Watkins, LLP as
legal counsel; M3 Partners, LP as financial advisor; Jefferies, LLC
as investment banker; and DJG Services, LLC as restructuring
advisor. David J. Gordon of DJG Services serves as the Debtors'
chief restructuring officer. Stretto, Inc. is the claims, noticing
and solicitation agent and administrative advisor.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Caplin & Drysdale, Chartered and Province, LLC serve as the
committee's legal counsel and financial advisor, respectively.
BAUSCH + LOMB: Fitch Assigns 'BB' Rating on Senior Secured Notes
----------------------------------------------------------------
Fitch Ratings has assigned Bausch + Lomb Corporation's (B/Rating
Watch Evolving (RWE)) new senior secured term loan and the senior
secured notes, co-issued by Bausch & Lomb Netherlands B.V. and
Bausch + Lomb Incorporated, 'BB' ratings with Recovery Ratings of
'RR1'. Fitch has also assigned Long-Term Issuer Default Ratings
(IDRs) of 'B'/RWE to Bausch & Lomb Netherlands B.V. and Bausch +
Lomb Incorporated (all entities herein collectively, BLCO) and has
maintained the Rating Watch Evolving (RWE) on existing ratings.
Ratings on the to-be-repaid instruments will be withdrawn upon
repayment/termination. Net proceeds will repay the existing
revolving credit facility and term loans A and B due 2027.
BLCO's IDRs and the RWE reflect its ownership by Bausch Health
Companies Inc. (BHC). BHC is evaluating strategic options for BLCO.
Fitch may downgrade BLCO's ratings if BHC's credit profile weakens
before a potential separation or affirm or upgrade the ratings once
a separation is complete. A downgrade is also possible if Fitch
reassesses the linkage strength between the entities. Fitch could
resolve the RWE after six months.
Key Rating Drivers
BLCO's ratings unless the two entities separate. Fitch views BLCO's
Standalone Credit Profile (SCP) of 'b+' as stronger than BHC's.
However, ringfencing in debt documents and the presence of minority
shareholders only partially limit BHC's ability to access and
influence BLCO, which therefore constrain BLCO's ratings. Until
separation, any changes in linkage could lower BLCO's ratings.
BHC's credit profile reflects elevated refinancing risk given
material at-risk EBITDA.
Solid Position in Eye Care Market: Fitch views BLCO's end market
favorably. Age demographics, rising incomes in emerging markets,
increasing digital screen time, and growing diabetes rates will
likely drive low- to mid-single-digit growth in eye health products
and services. Fitch believes BLCO benefits from a solid market
position with leading products, strong brand recognition,
predominantly consumer-facing revenue, and limited exposure to
market losses.
Pipeline to Support Growth: To remain competitive, Fitch expects
the company will continue to pursue innovation in Vision Care, with
more incremental technological advancements. Fitch believes the
company's R&D efforts will help drive intermediate- and long-term
revenue growth while also supporting margins. BLCO makes consistent
and large investments in new product development. Its R&D efforts
cover all three businesses, focusing more on surgical and
ophthalmic pharmaceuticals.
Increased Leverage Post-Acquisition: Fitch expects BLCO to maintain
leverage between 5.0x and 5.5x following its recent acquisition of
Novartis' ocular surface pharmaceuticals portfolio, which includes
Xiidra. Fitch assumes BLCO will continue to invest in some
debt-funded business development. Fitch views the acquisition
favorably as it adds a growing product for treating dry eye
disease. It should significantly boost BLCO's profitability as it
has much higher margins than the overall BLCO portfolio. The
acquisition also includes a mid-stage developmental pharmaceutical
product and AcuStream, a device for precise dosing and accurate
delivery of certain topical ophthalmic medications.
Stable Margins: Fitch assumes margins will remain relatively stable
over the long term, but assumes a 100bps -150bps compression in
2025, sustaining at those levels thereafter given near-term
macroeconomic headwinds and potential impacts from global tariff
disputes.
Consistently Positive FCF: Advancing sales, relatively stable
margins, solid working capital management, and moderate capex
requirements should support positive and increasing FCF. Fitch does
not expect BLCO to pay dividends or engage in share repurchases.
Capital deployment should focus on internal investment, external
collaborations and targeted acquisitions. As a leading global eye
health company, BLCO has minimal contingent liability risk
regarding product liability, intellectual property, and other
regulatory issues. Fitch expects the company to reduce leverage,
primarily through debt reduction and EBITDA growth.
Peer Analysis
BLCO's 'B'/RWE rating reflects its majority-ownership by Bausch
Health until the separation. Fitch compares BLCO to other medical
device and products companies, including Boston Scientific
Corporation (A-/Stable), Becton, Dickinson & Company (BBB/Stable),
Zimmer Biomet Holdings, Inc. (BBB/Stable), Solventum Corporation
(BBB-/Rating Watch Positive), and ICU Medical, Inc. (BB/Rating
Outlook Negative).
Fitch considers the diversification benefits of BLCO's operations
in consumer health and prescription pharmaceuticals, and moderate
regulatory risk over drug pricing. However, BLCO is less
diversified as it solely focuses on eye health, unlike peers that
address multiple markets. The higher-rated peers also operate with
lower EBITDA leverage.
Key Assumptions
- Fitch assumes mid-single-digit top-line growth through the rating
horizon, driven by both organic growth and some contributions from
recent and assumed acquisitions;
- Fitch assumes EBITDA margins declining in 2025 by approximately
100bps given the softening economic environment and implications of
global trade uncertainty and improving modestly beginning in 2027;
- Fitch assumes BLCO spends approximately 6% of revenues on capex
and another $200 million per year on tuck-in acquisitions, with no
dividends or share repurchases;
- Fitch assumes gross debt is generally unchanged as the above
capital spending requires revolver borrowings that modestly exceed
term loan amortization.
Recovery Analysis
Fitch conducts a bespoke recovery analysis when assigning and
maintaining instrument ratings for issuers with IDRs of 'B+' and
below. The recovery analysis assumes that BLCO would be considered
a going concern in bankruptcy and that the company would be
reorganized rather than liquidated. Fitch estimates a going-concern
enterprise value of $6.0 billion for BLCO and assumes that
administrative claims consume 10% of this value in the recovery
analysis.
The going-concern enterprise value is based on estimates of
post-reorganization EBITDA and the assignment of an EBITDA
multiple. The assumed going-concern EBITDA reflects Fitch's
expectation that operational stress at the parent would lead to a
reorganization prior to the separation. Therefore, Fitch's estimate
of BLCO's going-concern EBITDA of $850 million is broadly in line
with Fitch's expectations for 2025.
Fitch assumes a recovery enterprise value/EBITDA multiple of 7.0x
for BLCO. This is generally in line with the 6.0x-7.0x Fitch
typically assigns to medical device/specialty pharmaceutical
manufacturers. BLCO's operating environment avoids many challenges
typical for pure pharmaceutical companies.
Fitch applies a waterfall analysis to the going-concern enterprise
value based on the relative claims of the debt in the capital
structure, and assume that the company would fully draw its
proposed $800 million revolver in a bankruptcy (up from $500
million). The first-lien term loans and the first lien secured
bonds, which Fitch estimates to be roughly $4.4 billion, have
outstanding recovery prospects in a reorganization. The term loans
and bonds are rated 'BB'/'RR1'/RWE.
In applying the Country-Specific Treatment of Recovery Ratings
Criteria, Fitch has assumed that the weighted-average country cap
of the countries where economic value could be realized allows for
+3 notching. Fitch has assumed the country cap for revenues
generated in countries reported by BLCO as "Other" would be the
same as the average for the specifically named countries. Fitch
also considered the company's country of incorporation, operational
headquarters and assumed location of its intellectual property.
In applying the 'Parent and Subsidiary Linkage Criteria' to assess
the relationships between BLCO and Bausch & Lomb Incorporated and
Bausch + Lomb Netherlands, B.V., the IDRs for all are the same
regardless of whether the SCP of the parent is stronger than the
subsidiaries', or vice versa. If the parent is stronger, Fitch
views the legal incentive as 'High' due to the parent's guarantee,
which would result in equalized ratings.
If the parent is weaker, the presence of contra-indicating
provisions (the upstream guarantee by the subsidiary of the
parent's debt) would result in 'Open' legal ringfencing and 'Open'
access & control, and therefore consolidated ratings, given the
parent is the subsidiary's sole shareholder.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Evidence of factors related to ringfencing and access and
control, which would indicate BLCO's credit profile has weakened.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch viewing BLCO on a standalone basis;
- Evidence of improvement in BHC's credit profile.
Liquidity and Debt Structure
Bausch + Lomb has ample liquidity with $202 million of cash on
March 31, 2025, and $800 million of capacity under its proposed
expanded RCF and positive FCF. The refinancing has pushed out
maturities with $1.9 billion due in 2028, $600 million due in 2030
and $2.4 billion due in 2032.
Issuer Profile
BLCO is currently a publicly traded global eye health company that
is majority owned and consolidated by BHC.
Summary of Financial Adjustments
There are no material adjustments made outside of the scope of
criteria. Some analytical adjustments were made for items viewed as
one-time or non-recurring in nature.
Sources of Information
Public Ratings with Credit Linkage to other ratings
BLCO's ratings are not directly linked to those of BHC but they are
constrained by them based on the application of the Parent and
Subsidiary Linkage Rating Criteria.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
Bausch + Lomb Corporation has an ESG Relevance Score of '4' for
Exposure to Social Impacts due to pressure to contain health care
spending growth, highly sensitive political environment and social
pressure to contain costs or restrict pricing, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors. Pharmaceuticals account for less
than 15% of the firm's total sales.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Bausch & Lomb
Incorporated LT IDR B New Rating WD
senior secured LT BB New Rating RR1
Bausch + Lomb
Corporation LT IDR B Rating Watch Maintained B
senior secured LT BB New Rating RR1
senior secured LT BB Rating Watch Maintained RR1 BB
Bausch + Lomb
Netherlands B.V. LT IDR B New Rating
senior secured LT BB New Rating RR1
BAYOU TECHNOLOGIES: Seeks Chapter 11 Bankruptcy in Louisiana
------------------------------------------------------------
On June 10, 2025, Bayou Technologies LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western District of
Louisiana. According to court filing, the
Debtor reports $1,401,754 in debt owed to 50 and 99 creditors.
The petition states funds will be available to unsecured
creditors.
About Bayou Technologies LLC
Bayou Technologies LLC, d/b/a Bayou Marketing, provides information
technology services, cybersecurity solutions, and digital marketing
through its Bayou Marketing division. The Company operates in Lake
Charles, Louisiana, offering managed IT, VoIP, networking, web
development, SEO, and multimedia content services.
Bayou Technologies LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. La. Case No. 25-20275) on June 10,
2025. In its petition, the Debtor reports total assets of $44,041
and total liabilities of $1,401,754.
Honorable Bankruptcy Judge John W. Kolwe handles the case.
The Debtors are represented by Wade N. Kelly, Esq. at WADE N KELLY
LLC.
BECKHAM JEWELRY: Hires Joshua Norris PLLC as Accountant
-------------------------------------------------------
Beckham Jewelry, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Mississippi to employ Joshua Norris,
PLLC as accountant.
The firm will provide these services:
a. prepare and file 2023 and 2024 Federal S corporation income
tax return;
b. prepare and file 2023 and 2024 Domiciled state S
corporation income tax return.
The firm will be paid at these rates:
2023 return: $3,350
2024 return: $3,050
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joshua Norris, a partner at Joshua Norris, PLLC, 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:
Joshua Norris, CPA
Joshua Norris, PLLC
24 Greenway Plaza, Suite 1800
Houston, TX 77046
Tel: (713) 588-44536
About Beckham Jewelry, LLC
Beckham Jewelry, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-01234-JAW) on May
14, 2025. In the petition signed by Brian Lee Beckham, member, the
Debtor disclosed up to $10 million in assets and up to $500,000 in
liabilities.
Judge Jamie A. Wilson oversees the case.
Thomas C. Rollins, Jr., Esq., at The Rollins Law Firm, PLLC,
represents the Debtor as legal counsel.
BEDMAR LLC: Seeks Chapter 11 Bankruptcy in Delaware
---------------------------------------------------
On June 9, 2025, Bedmar LLC filed Chapter 11 protection in the
U.S. Bankruptcy Court for the District of Delaware. 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 Bedmar LLC
Bedmar LLC is a real estate company based in San Diego, California,
that owns and manages manufacturing, laboratory, and office
properties across several U.S. locations, including Massachusetts,
California, and Florida. Its portfolio includes multiple sites in
Bedford, Allston, Marlborough, San Diego, Fremont, and Alachua. The
Company's current operations are primarily focused on managing and
winding down these sites.
Bedmar LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 25-11027) on June 9, 2025. In its
petition, the Debtor reports estimated assets between $50 million
and $100 million and estimated liabilities between $50 million and
$100 million.
Honorable Bankruptcy Judge J. Kate Stickles handles the case.
The Debtors are represented by Michael J. Merchant, Esq. at
RICHARDS, LAYTON & FINGER, P.A. DOUGLAS WILSON COMPANIES is the
Debtor's Financial & Restructuring Advisor. EPIQ CORPORATE
RESTRUCTURING, LLC is the Debtor's Claims, Noticing Agent and
Administrative Advisor.
BENITEZ & GALLOWAY: Seeks Chapter 11 Bankruptcy in Connecticut
--------------------------------------------------------------
On June 9, 2025, Benitez & Galloway Real Estate LLC filed Chapter
11 protection in the U.S. Bankruptcy Court for the District of
Connecticut. 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 Benitez & Galloway Real Estate LLC
Benitez & Galloway Real Estate LLC is a single-asset real estate
company that owns a property located at 1 Charcoal Hill Road in
Westport, Connecticut. The firm focuses on managing and operating
its principal real estate asset.
Benitez & Galloway Real Estate LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Conn. Case No. 25-50478) on
June 9, 2025. In its petition, the Debtor reports estimated assets
and liabilities between $1 million and $10 million each.
The Debtors are represented by Jeffrey M. Sklarz, Esq. at GREEN &
SKLARZ LLC.
BERNARD PUTTER: Wells Fargo Wins Summary Judgment Bid in Loan Suit
------------------------------------------------------------------
Judge Jennifer L. Rochon of the United States District Court for
the Southern District of New York granted the motion for partial
summary judgment filed by Wells Fargo Bank, National Association in
the case captioned as WELLS FARGO BANK, NATIONAL ASSOCIATION, as
Trustee for the Benefit of the Holders of COMM 2014-CCRE15 Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Plaintiff,
-against- 840 WESTCHESTER AVENUE NMA, LLC, 840 WESTCHESTER AVENUE
NPPN, LLC, 840 WESTCHESTER AVENUE NPPS, LLC, 840 WESTCHESTER
HOLDINGS LLC, BERNARD PUTTER, and DOES 1 through 100, Defendants,
Case No. 1:24-cv-07680-JLR (S.D.N.Y.). The plaintiff's motion to
appoint a receiver is denied without prejudice.
Plaintiff is a national banking association headquartered in Sioux
Falls, South Dakota. Defendants 840 Westchester Avenue NMA, LLC,
840 Westchester Avenue NPPN, LLC, and 840 Westchester Avenue NPPS,
LLC (collectively, "Borrowers"), are singlemember Delaware limited
liability companies; their sole member, Defendant Bernard Putter
("Guarantor"), is a New York citizen. Defendant 840 Westchester
Holdings LLC is a New York LLC ("Holdings", whose members are all
citizens of and domiciled in New York.
This dispute centers around a two-story commercial property located
at 840 and 848 Westchester Avenue, Bronx, New York, and 867
Longwood Avenue, Bronx, New York, as well as certain other property
as defined in a Mortgage and Security Agreement. Borrowers owned
the Property pursuant to certain ground leases.
840 Westchester Ave. LLC C (the "Original Borrower") and Cantor
Commercial Real Estate Lending, L.P. (the "Original Lender")
entered into a loan agreement dated Dec. 27, 2013, relating to a
loan in the original principal amount of $14,000,000 (the "Loan")
as evidenced by a Consolidated, Amended, and Restated Promissory
Note dated Dec. 27, 2013. The maturity date of the Loan was Jan. 6,
2024.
As security for its obligations under the Loan, the Original
Borrower as mortgagor executed a Mortgage and Security Agreement
(the "Mortgage") dated Dec. 27, 2023.
Pursuant to the Mortgage, the Original Borrower created a lien on
and security interest in, and mortgaged, warranted, granted,
bargained, sold, conveyed, assigned, pledged, transferred and set
over unto the Original Lender, its successor and assigns, forever,
with mortgage covenants and with all power of sale other statutory
rights and covenants permitted under New York law, all of the
Original Borrower's right, title, and interest in and to the
Property. Sections 1.3 and 1.4 of the Mortgage include a security
agreement and fixture filing that grant the holder of the Mortgage
a security interest in its favor with respect to, among other
things, the Property that is covered by the Uniform Commercial Code
(the "Loan Collateral"), including fixtures, equipment, and certain
personal property.
As further support for obligations under the Note, the Original
Borrower executed and delivered to the Original Lender an
Assignment of Lease and Rents (the "AL&R") dated Dec. 27, 2013,
absolutely, presently, and irrevocably assigning and transferring
to the Original Lender all of the Original Borrower's rights,
title, and interest in and to all Leases and Rents affecting or
from the Property.
Beginning in 2018, Borrowers began to default. Plaintiff sent
Borrowers, Holdings, and Guarantor a letter of default on Sept. 18,
2024, describing the Events of Default and demanding Borrowers and
Guarantor pay the outstanding principal balance of the Loan, all
unpaid interest, and all other sums due to Plaintiff under the Loan
documents. The events of default have not been cured.
Plaintiff filed a Complaint against Defendants on Oct. 9, 2024,
asserting claims for foreclosure of the Mortgage and the Loan
Collateral, and judgments of personal liability against Borrowers
and recourse liability against Guarantor. It also sought the
appointment of a receiver and injunctive relief.
Plaintiff filed an Amended Complaint on March 4, 2025, principally
adding allegations that Borrowers had not maintained good standing
in Delaware and in New York in violation of the Loan Agreement.
On April 2, 2025, Plaintiff moved for partial summary judgment on
its foreclosure claims (Counts I and II), its personal and recourse
liability claims against Borrowers and the Guarantor respectively
(Counts III and IV), and its claim seeking injunctive relief (Count
VI). No Defendant has opposed this motion.
The Court finds Plaintiff has established it is entitled to the
Rents under the AL&R and the Mortgage. Section 7.1(h) of the
Mortgage and Section 3.1 of the AL&R provide that, upon the
occurrence of a default, Borrowers' license to collect, receive,
use, and enjoy the rents from the property is automatically
revoked.
Summary judgment is entered in favor of Plaintiff on Counts I, II,
III, IV, and VI, the Court holds. Plaintiff has established its
entitlement as a matter of law to collect the Rents, and the Court
will order Borrowers and Holdings to turn over all Rents collected
since the first of the Events of Default and enjoin Borrowers and
Holdings from collecting any further Rents.
Plaintiff argues that the Court should appoint a receiver because:
(1) the Mortgage provides Plaintiff with the right to seek the
appointment of the receiver in event of a default by Borrowers; and
(2) appointment of a receiver is necessary to prevent the
diminishment of the Property's value.
Since the Court has granted the primary relief of foreclosure on
the mortgaged Property, it has not shown the appointment of a
receiver is "clearly necessary" to protect its interests in the
property.
The Court denies the motion for appointment of a receiver without
prejudice to Plaintiff's renewal of its application based on a
showing that foreclosure and the relief granted herein is
inadequate to protect its interests.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=90TYZG from PacerMonitor.com.
Bernard Putter filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 24-22448) on May 20, 2024, listing under $1
million in both assets and liabilities. The Debtor is represented
by Robert Lewis, Esq.
BIG STORM PINELLAS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Big Storm Pinellas, LLC
12707 49th Street N.
Suite 500
Clearwater, FL 33762
Business Description: Big Storm Pinellas LLC operates a brewery
and taproom in Clearwater, Florida. The
Company produces a range of craft beers and
spirits, offering on-site dining and
beverages in a large indoor-outdoor venue.
It is affiliated with Big Storm Brewing Co.,
a regional craft beverage producer.
Chapter 11 Petition Date: June 13, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-03975
Judge: Hon. Roberta A Colton
Debtor's Counsel: Jake C. Blanchard, Esq.
BLANCHARD LAW, P.A.
8221 49th Street N.
Pinellas Park, FL 33781
Tel: 727-531-7068
E-mail: jake@jakeblanchardlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
Joshua Rizack signed the petition as chief restructuring officer.
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/QCIQXWI/Big_Storm_Pinellas_LLC__flmbke-25-03975__0001.0.pdf?mcid=tGE4TAMA
BIMERGEN ENERGY: Ramirez Jimenez CPAs Raises Going Concern Doubt
----------------------------------------------------------------
Bimergen Energy Corporation disclosed in a Form 10-K Report filed
with the U.S. Securities and Exchange Commission for the fiscal
year ended December 31, 2024, that its auditor expressed an opinion
that there is substantial doubt about the Company's ability to
continue as a going concern.
Irvine, Calif.-based Ramirez Jimenez International CPAs, the
Company's auditor since 2025, issued a "going concern"
qualification in its report dated May 30, 2025, attached to the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2024, citing that the Company has suffered recurring
losses from operations and negative cash flows from operating
activities, therefore, the Company has stated that substantial
doubt exists about its ability to continue as a going concern.
The Company has incurred substantial recurring losses from
continuing operations, negative cash flows from operations, and is
dependent on additional financing to fund operations. It incurred a
net loss of approximately $2.8 million and $0.9 million for the
years ended December 31, 2024 and 2023. As of December 31, 2024,
the Company had cash and cash equivalents of approximately $0.2
million and an accumulated deficit of approximately $4.8 million.
The Company will need additional funding to sustain operations,
satisfy existing and future obligations and liabilities, and
otherwise support the Company's operations and business activities
and working capital needs. Management's plans include attempting to
secure additional required funding through equity or debt
financings if available, seeking to enter into one or more
strategic agreements regarding, or sales of development rights.
There is no assurance that the Company will be successful in
obtaining the necessary funding to sustain its operations or meet
its business objectives.
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/ydbes7nd
About Bimergen Energy
Bimergen Energy Corporation is a renewable energy project developer
dedicated to enabling the clean energy transition and providing
critical grid stability via solutions across a range of
applications through our portfolio of utility-scale Battery Energy
Storage System (BESS) and solar development projects.
As of December 31, 2024, the Company had $23.3 million in total
assets, $1.8 million in total liabilities, and a total
stockholders' equity of $21.5 million.
BOUNDLESS BROADBAND: Seeks to Sell Broadband Assets at Auction
--------------------------------------------------------------
Boundless Broadband, LLC and its affiliates, Tilson Technology
Management, Inc. and Tilson Middle Street Holding, LLC, seek
permission from the U.S. Bankruptcy Court for the District of
Delaware, to sell substantially all of its Assets, free and clear
of liens, claims, and encumbrances.
The suspension of work on the projects with the Debtors' largest
client—Gigapower, LLC, and due to Gigapower's termination for
convenience of the contracts with the Debtors in 2025 rendered the
status quo untenable. The Debtors and their advisors embarked on
two major endeavors: negotiating with their prepetition lenders on
the terms of a postpetition financing facility, and identifying an
investment banker to market their assets as a going concern.
The Debtors select Woodward Park Partners, LLC as their investment
banker, which, in mid-May 2025, immediately began marketing the
Debtors' assets as a going concern.
The Debtors receive Court approval to obtain post-petition
financing pursuant to the DIP Credit Agreement by and among the
Debtors and the DIP Secured Parties and approving the sale process
that is subject to certain milestones.
The Debtors seek authority to designate a Stalking Horse Bidder (or
multiple Stalking Horse Bidders) for the Assets on or before June
25, 2025 (or such other date as may be agreed between the Debtors
and the DIP Secured Parties in accordance with the DIP Order),
execute, subject to higher or otherwise better offers consistent
with the Bid Procedures, one or more purchase agreements
memorializing the proposed transaction set forth in any Stalking
Horse APA, and grant the Stalking Horse Bidder(s), in the exercise
of the Debtors' reasonable business judgment: a break-up fee of
three percent of the total cash consideration payable under such
Stalking Horse APA and reimbursement of the Stalking Horse's
reasonable out-of-pocket expenses, capped at $100,000.
The Debtors and their advisors develop the Bid Procedures to be
flexible, transparent, and competitive in order to attain the
highest or otherwise best price for the Assets under the
circumstances.
The Debtors also believe that it is critical and warranted that the
sale process be consummated on the timeline set forth in the Bid
Procedures to allow the Debtors to satisfy the Milestones.
The Bid Procedures will establish the following timeline, which the
Debtors believe is appropriate to arrive at a value maximizing
transaction:
-- Deadline to File Notice of Stalking Horse APA June 25, 20253
-- Hearing on Bid Procedures and Approval of Stalking Horse Bidder
and Bid Protections July 24, 2025 at 10:00 a.m. ET
-- Deadline to Serve Sale Notice July 28, 2025 (two business days
following entry of the Bid Procedures Order)
-- Deadline to Serve Contract Assumption/Assignment Notice August
5, 2025
-- Deadline to Object to Object to Assumption/Assignment Notice The
date that is 14 days after service
of the notice.
-- Deadline to File Proposed Form of Sale Order August 8, 2025 Sale
Objection Deadline (Including Objections to Sale to Stalking Horse
Bidder(s) August 18, 2025
-- Bid Deadline September 5, 2025
-- Auction September 11, 2025
-- Deadline to File and Serve Notice of Successful and Back-Up
Bidders September 12, 2025 or as soon as
practicable following the auction
-- Deadline to Object to Sale to Successful Bidder September 17,
2025
-- Reply in Support of Sale Order September 19, 2025
-- Sale Hearing September 24, 2025 at 10:00 a.m. (ET)
-- Outside Closing Date September 30, 2025
If one or more Qualified Bids is received by the Bid Deadline
(other than a Stalking Horse APA), the Debtors shall conduct an
Auction to determine the highest and best Qualified Bid. If no
Qualified Bid other than any Stalking Horse APA is received by the
Bid Deadline, the Debtors, in consultation with the Consultation
Parties, shall deem the Stalking Horse APA to be the Successful Bid
without conducting the Auction.
About Boundless Broadband, LLC
Boundless Broadband, LLC, and two of its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead
Case No. 25-10948) on May 29, 2025. In its petition, the Debtor
estimated assets and liabilities (on a consolidated basis) to be $0
to $50,000 million each.
The Honorable Bankruptcy Judge Brendan Linehan Shannon handles the
cases.
The Debtors are represented by Saul Ewing LLC and Bernstein, Shur,
Sawyer & Nelson P.A. The Debtors restructuring advisor is Alastar
Partners, LLC. The Debtors' claims and noticing agent is Omni
Agent Solutions, Inc.
BOXLIGHT CORP: Director Exit Triggers Nasdaq Audit Noncompliance
----------------------------------------------------------------
Boxlight Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on May 23 2025, R.
Wayne Jackson, 67, resigned as a director for personal reasons. Mr.
Jackson's resignation did not result from a disagreement with the
Company on any matter relating to the Company's operations,
policies or practices. The Company is grateful for Mr. Jackson's
years of service and contributions to the board.
As a result of Mr. Jackson's resignation, the Company is not in
compliance with Nasdaq Rule 5605(c)(2)(A), which requires, among
other things, that audit committees have at least three members and
that at least one member have past employment experience in finance
or accounting, requisite professional certification in accounting,
or any other comparable experience or background which results in
the individual's financial sophistication.
Pursuant to Nasdaq Rule 5605(c)(4)(B), the Company has 180 days
from the date of Mr. Jackson's resignation, or until November 19,
2025, to cure the noncompliance, which the Company currently
expects to do by recruiting another director with the requisite
qualifications to serve on the Audit Committee. There is no
guarantee, however, that the Company will be able to recruit a
qualified individual.
About Boxlight Corporation
Boxlight Corporation, based in Duluth, Georgia, is a technology
company that develops, sells, and services interactive solutions
primarily for the global education market, as well as for corporate
and government sectors. The Company offers a range of products,
including interactive and non-interactive flat-panel displays, LED
video walls, media players, classroom audio systems, cameras, and
STEM solutions like 3D printing and robotics. These products are
integrated into a classroom software suite for learning,
assessment, and collaboration. Boxlight also provides professional
training services to U.S. educational customers.
In its report dated Mar. 28, 2025, the Company's auditor, Forvis
Mazars, LLP, issued a “going concern” qualification, attached
to the Company's Annual Report on Form 10-K for the year ended Dec.
31, 2024, highlighting that the Company has identified certain
conditions relating to its outstanding debt and Series B and C
Preferred Stock that are outside the control of the Company. In
addition, the Company has generated recent losses. These factors,
among others, raise substantial doubt regarding the Company's
ability to continue as a going concern.
For the years ended Dec. 31, 2024 and 2023, Boxlight Corporation
incurred net losses attributable to common stockholders of $29.6
million and $40.4 million, respectively. As of Dec. 31, 2024,
Boxlight Corporation had $115.31 million in total assets, $99.69
million in total liabilities, $28.51 million in total mezzanine
equity, and a total stockholders' deficit of $12.90 million.
BOY SCOUTS: Court Rejects Abuse Claimants' Appeal Rehearing Bid
---------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that a federal appeals court
rejected a plea to reconsider its ruling affirming approval of the
Boy Scouts of America's bankruptcy reorganization plan and $2.46
billion child sex abuse settlement.
A small group of former scouts will have to petition the US Supreme
Court if they wish to keep challenging key features of the
nonprofit's historic Chapter 11 plan that created the largest child
sex abuse settlement in US history. The US Court of Appeals for the
Third Circuit on Friday, June 13, 2025, rejected the abuse
claimants' request for either a small panel or full court rehearing
of its May 13, 2025 decision.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
The Debtors obtained confirmation of their Third Modified Fifth
Amended Chapter 11 Plan of Reorganization (with Technical
Modifications) on September 8, 2022. The Order was affirmed on
March 28, 2023. The Plan was declared effective on April 19, 2023.
The Hon. Barbara J. House (Ret.) has been appointed as trustee of
the BSA Settlement Trust.
BRADBURY DEODAR: Case Summary & 19 Unsecured Creditors
------------------------------------------------------
Debtor: Bradbury Deodar LLC
119A La Porte Street
Arcardia, CA 91006
Chapter 11 Petition Date: June 12, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-14929
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills,CA 90212
Tel: (310) 271-6223
E-mail: michael.berger@bankruptcypower.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Steve Su as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/E7V5QMA/Bradbury_Deodar_LLC__cacbke-25-14929__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 19 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. American Water Utility Bill- $1,000
8657 Grand Ave Water
Rosemead, CA 91770
2. Ann Sung Design, Inc. Professional $0
119A La Porte St. Services
Arcadia, CA 91006
3. Asito Gaudi Loan $2,000
119A La Porte St
Arcadia, CA 91006
4. Chateau Operating Corp Reimbursement $187,611
119A La Porte St. for Loans
Arcadia, CA 91006
5. David Solis Masonry Professional $16,000
9577 Sunland Blvd Service
Sunland, CA 91040
6. Dynamic Electrical Utility $47,250
1448 E. Vine Ave
West Covina, CA 91791
7. Eric Chen Loan $77,756
119A La Porte Street
Arcadia, CA 91006
8. Gabriel Wine Cabinets Professional $12,000
160 W. Slauson Ave Services
Los Angeles, CA 90003
9. GLR Custom Wine Celler Professional $12,000
716 S. Ducan Ave Services
Los Angeles, CA 90022
10. HWOWZ Concept Inc. Professional $15,000
9639 Telstar Ave Services
El Monte, CA 91731
11. Landcare Landscape $5,000
8475 Loma Pl 91006
12. Lion Painting Professional $46,350
10848 Valley Blvd. Services
Sp #34
El Monte, CA 91731
13. Los Angeles Utility $4,000
Regional Water Quality
320 4th St. Ste. 200
Los Angeles, CA 90013
14. Palais Painting Professional $25,000
126A La Porte St. Services
Arcadia, CA 91006
15. Plainstone Bradbury II LLC Loan $33,000
600 S. Barrance Ave
Ste. 200
Covina, CA 91723
16. SCE Utility $2,000
PO Box 600
Rosemead, CA 91771
17. Spectrum Utility $665
400 Washington Blvd.
Stamford, CT 06902
18. Swich Province II LLC Loan $500,000
119A La Porte St.
Arcadia, CA 91006
19. Unity Prosper Loan $247,000
Management LLC
800 S. Barrance
Ave. Ste. 265
Covina, CA 91723
BREWER'S LAWN: Seeks Chapter 11 Bankruptcy in Tennessee
-------------------------------------------------------
On June 9, 2025, Brewer's Lawn Care and Property Preservation LLC
filed Chapter 11 protection in the U.S. Bankruptcy Court for the
Western District of Tennessee. According to court filing, the
Debtor reports $1,038,624 in debt owed to 1 and 49 creditors.
The petition states funds will be available to unsecured
creditors.
About Brewer's Lawn Care and Property
Preservation LLC
Brewer's Lawn Care and Property Preservation LLC
Brewer's Lawn Care and Property Preservation LLC sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn.
Case No. 25-10771) on June 9, 2025. In its petition, the Debtor
reports total assets of $71,940 and total liabilities of
$1,038,624.
Honorable Bankruptcy Judge Jimmy L. Croom handles the case.
The Debtors are represented by C. Jerome Teel Jr., Esq. at TEEL &
GAY, PLC.
BUTLER GROUP: Seeks to Hire William C. Johnson as Counsel
---------------------------------------------------------
Butler Group LLC seeks approval from the U.S. Bankruptcy Court for
the District of Columbia to hire William C. Johnson, Jr., Esq., an
attorney practicing in Maryland, as counsel.
Mr. Johnson's services include:
(1) provide general advice and counsel concerning compliance
with the requirements of Chapter 11;
(2) prepare any necessary amendments to the Debtor's
schedules, statement of financial affairs, and related documents as
appropriate;
(3) represent the debtor in possession in all contested
matters;
(4) represent as appropriate in any related matters in other
Courts;
(5) advise and counsel the structure of a plan and any
required amendments thereto;
(6) advise feasibility of confirmation of a plan and
representation in connection with the confirmation process;
(7) provide liaison, consultation, and where appropriate,
negotiation with creditors and other parties in interest;
(8) review of relevant financial information;
(9) review of claims with a view to determining which claims
are allowable and in what amounts;
(10) prosecute claims objections, as appropriate;
(11) represent the Section 341 meeting of creditors and at any
hearings or status conferences in court; and
(12) provide such representations as may be necessary and
appropriate to the case.
Mr. Johnson will be paid at the rate of $450 per hour. The retainer
is $5,738.
Mr. Johnson will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William C. Johnson, Jr., Esq., disclosed in a court filing that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
William C. Johnson, Jr., Esq.
6305 Ivy Lane Suite 630
Greenbelt, Maryland 20770
Tel: (301) 477-3450
Fax: (301) 477-4813
Email: William@JohnsonLG.Law
About Butler Group LLC
Butler Group LLC owns a real estate property at 1601 North Portal
Drive NW, Washington, D.C., with an estimated value of $1.2
million.
Butler Group LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.C. Case No. 25-00181) on May 14, 2025. In
its petition, the Debtor reports total assets of $1,275,339 and
total liabilities of $2,163,145.
The Debtors are represented by William C. Johnson, Jr., Esq. at THE
JOHNSON LAW GROUP, LLC.
CAN'T COOK: Gets Final OK to Use Cash Collateral
------------------------------------------------
Can't Cook Right, LLC got the green light from the U.S. Bankruptcy
Court for the Northern District of Florida, Panama City Division to
continue using cash collateral.
At the hearing held on June 11, the court granted the company's
motion to use cash collateral on a final basis to pay its
expenses.
The company's cash collateral was comprised of cash in the amount
of $8,117.242 as of the petition date.
Can't Cook Right has minimal primary secured obligations which
consist of a loan through point-of-sale system Square in an amount
of $40,079.08; and a variety of merchant cash advance (MCA) lenders
who may attempt to claim a lien on cash collateral despite not
having properly filed UCC-1 financing statements. Other lenders
including Global Merchant Cash, Inc. and an unknown company
represented by CT Corporation Systems filed UCC-1 financing
statements.
About Can't Cook Right
Can't Cook Right, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 25-50074) on April
21, 2025, listing up to $50,000 in assets and between $100,001 and
$500,000 in liabilities.
Judge Karen K. Specie oversees the case.
The Debtor is represented by:
Michael Austen Wynn, Esq.
Wynn & Associates, PLLC
Tel: 850-303-7800
Email: michael@wynnlaw-fl.com
CAPSTONE CONSULTING: Court OKs Logan Property Sale to D.R. Horton
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Utah has approved
Capstone Consulting, LLC, to sell Property, free and clear of
liens, claims, and encumbrances.
The Debtor's bankruptcy estate includes real property located at
approximately 1200 East 1400 North, Logan, Utah.
The Court has authorized the Debtor to sell the Property to D.R.
Horton, Inc.
The Court held that the Purchase and Sale Agreement D.R. Horton
was negotiated, proposed and entered into by the Debtor and D.R.
Horton, Inc. in good faith, and from arm's length bargaining
positions.
The transfer of the Property to the Buyer will be a legal, valid,
and effective transfer of the Property, and will vest the Buyer
with all rights, title and interest of the Debtor in the Property,
free and clear of all liens and claims.
The Debtor is authorized to pay at closing: expenses of sale and
closing costs and fees, including title insurance costs; all
outstanding and past due and 2025 pro-rated real estate taxes and
any utilities due on the Property; use the proceeds of the sale to
pay claims secured by the Property; and retain the remainder of the
sale proceeds in its debtor-in-possession account pending further
order.
About Capstone Consulting, LLC
Capstone Consulting LLC is involved in real estate development,
with a focus on residential projects in the Logan, Utah area. The
Company works on subdividing properties, expanding neighborhoods,
and collaborating with other stakeholders to enhance local
communities.
Capstone Consulting LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Utah Case No. 25-20752) on February 18,
2025. In its petition, the Debtor reports estimated assets between
$10 million and $50 million and estimated liabilities between $1
million and $10 million.
Honorable Bankruptcy Judge Joel T. Marker handles the case.
The Debtor is represented by George B. Hofmann, Esq. at COHNE
KINGHORN, P.C.
CARAWAY TEA: Seeks Chapter 11 Bankruptcy in New York
----------------------------------------------------
On June 9, 2025, Caraway Tea Company 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 Caraway Tea Company LLC
Caraway Tea Company LLC is a U.S.-based private label tea
manufacturer and co-packer that supplies specialty teas,
supplements, and wholesale tea products. With over 20 years of
experience, the Company sources from global tea-growing regions
including China, India, Sri Lanka, and Japan, partnering directly
with artisan growers using organic and sustainable practices.
Caraway offers customized co-packing services across retail,
foodservice, and e-commerce sectors, supported by in-house blending
and manufacturing capabilities.
Caraway Tea Company LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-35620) on June 9,
2025. In its petition, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
The Debtors are represented by Michael D. Pinsky, Esq. at LAW
OFFICE OF MICHAEL D. PINSKY, P.C.
CASHMAN EQUIPMENT: Court Affirms Award of Attorneys' Fees to SDS
----------------------------------------------------------------
In the appeal styled Cashman Equipment Corporation, Inc. v. Cardi
Corporation, Inc., et al., No. 2023-154 (R.I.), The Supreme Court
of Rhode Island affirmed the amended judgment of the Superior Court
of Rhode Island awarding attorneys' fees to Specialty Diving
Services, Inc. in the breach of contract lawsuit filed by Cashman
Equipment Corporation, Inc.
This case concerns alleged construction defects in marine
cofferdams used to replace the Sakonnet River Bridge, linking the
towns of Portsmouth and Tiverton.
Cardi Corporation, Inc. was the prime general contractor engaged
for the construction of the Sakonnet River Bridge. Cardi hired
Cashman Equipment Corporation, Inc. to construct some of the
substructures of the bridge, which included the construction of
marine cofferdams. Specifically, Cashman was to furnish, install,
and remove three marine cofferdams. Cashman then contracted with
SDS to perform certain underwater aspects of the cofferdam
installation. Upon inspection, Cardi identified several alleged
deficiencies in the cofferdams that required substantial repairs.
Cardi then sought to hold Cashman responsible for the alleged
deficiencies.
In May 2011, Cashman sued Cardi, asserting, among others, claims
for breach of contract, unjust enrichment, and quantum meruit;
Cardi, in turn, asserted several counterclaims, alleging that
Cashman's construction of the cofferdams was deficient.
In June 2014, Cashman added SDS as a defendant and asserted a
breach-of-contract claim and an indemnification and contribution
claim against SDS in the event that Cashman was found liable to
Cardi. Cashman alleged that SDS failed to construct the underwater
components and the tremie floor in accordance with the approved
plans, failed to notify Cashman of obvious underwater deficiencies,
and therefore breached a contract that required SDS to perform all
underwater aspects of the marine cofferdam installation.
After the conclusion of Cashman's case-in-chief, SDS moved for
judgment as a matter of law under Rule 52(c) of the Superior Court
Rules of Civil Procedure. After conducting a hearing on the matter,
the trial justice issued a bench decision in which she granted the
motion, finding that Cashman had failed to establish that SDS had
breached any obligations owed to Cashman, and that SDS was entitled
to judgment as a matter of law.
Shortly, thereafter, SDS moved for attorneys' fees pursuant to G.L.
1956 Sec. 9-1-45. In its motion, SDS asked only for attorneys' fees
and costs, not prejudgment interest. The trial justice granted the
motion. On Aug. 6, 2021, the trial justice issued an order awarding
SDS attorneys' fees in the amount stipulated, $224,671.14. This
amount still did not include prejudgment interest. In November
2022, SDS presented a renewed motion for final judgment. This time,
the trial justice granted the motion. The judgment, however,
included an award for not just attorneys' fees in the amount of
$224,671.14 but, additionally, for prejudgment interest in the
amount of $42,687.52.
Cashman then filed a timely appeal.
Before the appeal was docketed in the Supreme Court, Cashman filed
a motion to vacate the final judgment pursuant to Rule 60(b) of the
Superior Court Rules of Civil Procedure, arguing that the final
judgment issued differed materially from the judgment initially
proposed by SDS and reviewed by Cashman and admitting that it had
not noticed the discrepancy when SDS submitted the approved order.
This Court issued an interim remand for the trial justice to
consider solely the motion to vacate the final judgment. In August
2023, the trial justice issued an amended final judgment awarding
attorneys' fees but no prejudgment interest to SDS.
Cashman argues that the trial justice abused her discretion by
awarding attorneys' fees to SDS under Sec. 9-1-45. It contends that
the law-of-the-case doctrine prohibited an award of attorneys'
fees. Although not argued with specificity on appeal, Cashman's
argument in Superior Court was that, because both the motion for
summary judgment and the motion for attorneys' fees call into
question the same issue -- whether there was a justiciable issue of
fact --- the trial justice was precluded from deciding the issue in
the negative when deciding the motion for attorneys' fees because
she had previously decided the same issue in the affirmative when
deciding the motion for summary judgment. As Cashman fails to
address, however, this doctrine is not applicable when evidence has
been introduced in the interim that significantly extends or
expands the record. Furthermore, as the trial justice aptly noted,
the law-of-the-case doctrine is intended to preserve interlocutory
rulings from other judges on the same case, which is not at issue
in this case. As such, the Supreme Court agrees with the trial
justice that the law-of-the-case doctrine does not apply.
Cashman also argues that SDS's recovery of attorneys' fees is
barred by the Bankruptcy Code.
SDS argues that the attorneys' fees are not void because they arose
after the date of confirmation and SDS could not predict that
Cashman would fail to present any valid claim against SDS.
The Supreme Court agrees with the trial justice and hold that
Cashman's liability for SDS's fees was not triggered until SDS
prevailed on its motion for judgment as a matter of law. To hold
otherwise would require SDS to have foreseen the outcome in the
litigation that Cashman initiated and pursued. As such, the trial
justice did not err in finding that the award of attorneys' fees is
not barred by the Bankruptcy Code, the Supreme Court concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Jgk31H
About Cashman Equipment Corp.
Headquartered in Boston, Massachusetts, Cashman Equipment Corp. --
http://4barges.com/-- was founded in 1995 as a barge rental and
marine contracting company with a fleet of 10 barges, 9 of which
were built in the 1950s and 1960s. Cashman Equipment and certain
of its affiliates and subsidiaries own, operate, rent, and sell a
fleet of vessels, including inland and ocean barges, marine
accommodation barges, specialized oil spill recovery barges, and
tugs, as well as marine equipment, such as cranes, accommodation
units, and marine pollution skimmers.
Cashman Equipment and certain of its affiliates and subsidiaries,
Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic
Adventure Sails, LLC, and Cashman Canada, Inc., filed Chapter 11
petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9,
2017.
The petitions were signed by James M. Cashman, the Debtors'
president. Mr. Cashman also commenced his own Chapter 11 case
(Bankr. D. Mass. Case No. 17-12204). The cases are jointly
administered.
CATHETER PRECISION: $1.25 Dilution per New Share at $0.30 Offering
------------------------------------------------------------------
Catheter Precision, Inc. filed with the U.S. Securities and
Exchange Commission a dilution information on Form 8-K for purposes
of incorporation by reference into its outstanding registration
statements:
DILUTION
Catheter Precision said, "As of March 31, 2025, our net tangible
book value was $(15.8) million, or $(1.71) per share of our common
stock, based upon 9,268,632 shares of common stock outstanding as
of that date. After giving further effect to the issuance of
1,748,666 shares of common stock in April 2025, our pro forma net
tangible book value as of March 31, 2025 was $(15.84) million or
$(1.44) per share based on 11,017,298 shares outstanding on an
adjusted basis. Historical net tangible book value per share is
equal to our total tangible assets, less total liabilities, divided
by the number of outstanding shares of our common stock. Dilution
in net tangible book value per share represents the difference
between the amount per share paid by purchasers of shares of common
stock in this offering and the net tangible book value per share of
common stock immediately after this offering."
"After giving effect to the pro forma adjustments above and our
receipt of $1.2 million of estimated net proceeds (after deducting
commissions and estimated offering expenses payable by us) from our
sale of 4,333,333 shares of common stock in our current at the
market offering at an assumed offering price of $0.30 per share
(the last reported sale price of our common stock on the NYSE
American on May 14, 2025), our pro forma as adjusted net tangible
book value as of March 31, 2025 would have been $(14.6) million, or
$(0.95) per share. This amount would represent an immediate
increase in net tangible book value of $0.49 per share of our
common stock to existing stockholders and an immediate and
substantial dilution in net tangible book value of $(1.25) per
share of our common stock to new investors purchasing shares of
common stock at the assumed public offering price."
The following illustrates this hypothetical dilution on a per share
basis:
* Assumed public offering price per share: $0.30
* Historical net tangible book value per share (as of March
31, 2025): $(1.71)
* Increase in net tangible book value per share (due to pro
forma adjustments): $0.27
* Pro forma net tangible book value per share (as of March 31,
2025): $(1.44)
* Increase in pro forma net tangible book value per share (as
of March 31, 2025): $0.49
* Pro forma as adjusted net tangible book value per share (as
of March 31, 2025): $(0.95)
* Dilution per share to new investors: $(1.25)
"The information discussed is illustrative only and will adjust
based on the actual public offering price and other terms of any
offering in which an investor participates, and will also be
affected by any securities sold by us or selling stockholders, if
any, in other offerings. An increase of $0.10 per share in the
price at which the shares are sold from the assumed offering price
of $0.30 per share shown in the table above, assuming common stock
in the aggregate amount of 3,250,000 shares is sold at that price,
would increase our pro forma as adjusted net tangible book value
per share after our at the market offering to $(1.03) per share and
would increase the dilution in net tangible book value per share to
new investors to $(1.43) per share, after deducting commissions and
estimated aggregate offering expenses payable by us. A decrease of
$0.10 per share in the price at which the shares are sold from the
assumed offering price of $0.30 per share shown in the table above,
assuming common stock in the aggregate amount of 6,500,000 shares
is sold at that price, would decrease our pro forma as adjusted net
tangible book value per share after the at the market offering to
$(0.84) per share and would decrease the dilution in net tangible
book value per share to new investors of $(1.04) per share, after
deducting commissions and estimated aggregate offering expenses
payable by us."
"The foregoing assumes for illustrative purposes that an aggregate
of 4,333,333 shares of our common stock are sold at a price of
$0.30 per share, the last reported sale price of our common stock
on the NYSE American on May 14, 2025, for aggregate gross proceeds
of $1,300,000. The shares sold in our at the market offering will
be sold from time to time at various prices."
The foregoing also excludes the following as of that date:
* 1,641,184 shares of the Company's common stock issuable upon
the exercise of outstanding options under the Company's equity
incentive plans as of March 31 2025 at a weighted average exercise
price of $1.29 per share;
* 525,000 shares of the Company's common stock issuable upon
the exercise of non-plan options issued as of March 31 2025 at a
weighted average exercise price of $0.76 per share;
* 33,335 shares of the Company's common stock issuable upon
restricted stock awards as of March 31 2025;
* 17,385,613 shares of common stock reserved for issuance
under outstanding warrants as of March 31, 2025 with a weighted
average exercise price of $2.20 per share, of which 1,425,000
shares of common stock are reserved for issuance under pre-funded
September 2024 Series I warrants with no exercise price; and
* 880,365 additional shares of common stock reserved for
future issuance under our equity incentive plans as of March 31,
2025.
"To the extent that any outstanding stock options or warrants are
exercised, preferred stock is converted, new stock options or
warrants are issued, or we otherwise issue additional shares of
common stock in the future at a price less than the offering price,
there will be further dilution to new investors.
"In addition, we may choose to raise additional capital due to
market conditions or strategic considerations, even if we believe
we have sufficient funds for our current or future operating plans.
To the extent that additional capital is raised through the sale of
equity or convertible debt securities, the issuance of these
securities could result in further dilution to our stockholders,"
the Company concluded.
If you invest in the Company's common stock at current market
prices, your ownership interest will be diluted to the extent of
the difference between the price per share of its common stock in
this offering and the as adjusted net tangible book value per share
of its common stock immediately after this offering.
About Catheter Precision Inc.
Headquartered in the U.S., Catheter Precision, Inc. is a medical
device company focused on improving the treatment of cardiac
arrhythmias. The Company, which was reincorporated as Ra Medical
Systems, Inc. in Delaware in 2018 and changed its name to Catheter
Precision, Inc. on August 17, 2023, develops technology for
electrophysiology procedures through collaborations with physicians
and continuous product advancements.
As of Dec. 31, 2024, the Company had $27.8 million in total assets,
$16 million in total liabilities, and a total stockholders' equity
of $11.8 million.
East Brunswick, New Jersey-based WithumSmith+Brown, PC., the
Company's auditor since 2023, issued a “going concern”
qualification in its report dated March 28, 2025, attached to the
Company's Annual Report on Form 10-K for the year ended Dec. 31,
2024, citing that the Company has incurred recurring losses from
operations and negative cash flows from operations and expects to
continue to incur operating losses that raise substantial doubt
about its ability to continue as a going concern.
CELSIUS NETWORK: Mahinsky to Drop Chapter 11 Claims Post-Sentencing
-------------------------------------------------------------------
Hilary Russ of Law360 reports that claims filed by Alexander
Mashinsky -- the founder of bankrupt crypto lender Celsius Network
-- and his related entities in the company's Chapter 11 case are
being withdrawn and disallowed following his prison sentencing.
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsels; Fischer (FBC & Co.) as
special counsel; Centerview Partners, LLC as investment banker; and
Alvarez & Marsal North America, LLC as financial advisor. Stretto
is the claims agent and administrative advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC, serve as the examiner's legal counsel and financial
advisor, respectively.
* * *
On November 9, 2023, the Bankruptcy Court entered the Findings of
Fact, Conclusions of Law, and Order Confirming the Modified Joint
Chapter 11 Plan of Celsius Network LLC and Its Debtor Affiliates.
The Effective Date of the Plan occurred January 31, 2024.
CEMTREX INC: Bigger Capital and Affiliates Disclose Stakes
----------------------------------------------------------
Bigger Capital Fund, LP, along with its general partner Bigger
Capital Fund GP, LLC, disclosed in a Schedule 13G filed with the
U.S. Securities and Exchange Commission that as of May 28, 2025,
they beneficially owned 150,000 shares of CEMTREX INC's Common
Stock, representing approximately 4.94% of the outstanding shares.
Similarly, District 2 Capital Fund LP, together with its affiliates
District 2 Capital LP, District 2 GP LLC, and District 2 Holdings
LLC, beneficially owned 150,000 shares of Common Stock, also
representing approximately 4.94% of the outstanding shares. Michael
Bigger, as managing member of the above entities, may be deemed to
beneficially own a total of 300,000 shares of Common Stock,
representing approximately 9.89% of the outstanding shares.
Bigger Capital may be reached through:
Michael Bigger, Managing Member
11700 West Charleston Blvd., #170-659
Las Vegas, NV 89135
Tel: 631-987-0235
A full-text copy of Bigger Capital's SEC report is available at:
https://tinyurl.com/yycpfwjp
About Cemtrex
Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and
has evolved through strategic acquisitions and internal growth into
a multi-industry company. During the first quarter of fiscal year
2023, the Company reorganized its reporting segments to be in line
with its current structure consisting of (i) Security, (ii)
Industrial Services, and (iii) Cemtrex Corporate.
Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Dec. 30, 2024, citing that the Company has sustained
net losses and has significant short-term debt obligations, which
raise substantial doubt about its ability to continue as a going
concern.
As of Dec. 31, 2024, Cemtrex had $46,689,423 million in total
assets, $48,178,944 in total liabilities, $70,013 in
non-controlling interest, and $1,559,534 in total stockholders'
deficit.
CONGOLEUM CORP: 3rd Circuit to Reconsider Bid to Reopen Ch. 11 Case
-------------------------------------------------------------------
Matthew Santoni of Law360 reports that on Thursday, June 11, 2025,
the U.S. Court of Appeals for the Third Circuit agreed to revisit
the question of whether Congoleum Corp.'s 2003 Chapter 11 case
should be reopened, so the bankruptcy court -- not the district
court -- can decide whether Congoleum affiliate Bath Iron Works
shares liability for cleaning up a polluted river in New Jersey.
About Congoleum Corp.
Congoleum Corporation -- https://www.congoleum.com/ -- manufactures
and sells vinyl sheet and tile products for both residential and
commercial markets. Its products are used in remodeling,
manufactured housing, new construction, commercial applications,
and recreational vehicles. Congoleum was started in 1828, in
Kirkaldy, Scotland, as a manufacturer of heavy canvas sailcloth,
sold to manufacturers of floorcloth, which was a precursor to
linoleum.
The Company first filed for Chapter 11 protection on Dec. 31, 2003
(Bankr. D.N.J. Case No. 03-51524) to resolve claims asserted
against it related to the use of asbestos in its products decades
prior. Congoleum's reorganization plan became effective as of July
1, 2010. By operation of the reorganization plan, American
Biltrite's ownership interest in Congoleum was eliminated and new
shares in Congoleum were issued to certain of Congoleum's
prepetition creditors. Richard L. Epling, Esq., Robin L. Spear,
Esq., and Kerry A. Brennan, Esq., at Pillsbury Winthrop Shaw
Pittman LLP, and Paul S. Hollander, Esq., and James L. DeLuca,
Esq., at Okin, Hollander & DeLuca, LLP, represented the Debtors.
Congoleum Corporation again sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 20-18488) on July 13,
2020. The petition was signed by Christopher O'Connor, the CEO and
president. The Debtor was estimated to have $50 million to $100
million in assets and $100 million to $500 million in liabilities.
The Honorable Michael B. Kaplan presided over the 2020 case. In the
2020 case, Warren A. Usatine, Esq., Felice R. Yudkin, Esq., and
Rebecca W. Hollander, Esq. of Cole Schotz P.C., served as counsel
to the Debtor. B. Riley FBR, Inc. served as financial advisor and
investment banker to the Debtor; and Phoenix Management Services,
LLC, as financial advisor. Prime Clerk LLC was the claims and
noticing agent.
* * *
In October 2020, the Debtors won court approval to sell
substantially all assets to Congoleum Acquisition, LLC, an entity
formed by the noteholder group. The sale provided at least $53
million of consideration to the Debtor's estate consisting of (i)
$28.5 million credit bid, (ii) satisfaction of the outstanding
liability to the DIP Lender totaling approximately $10 million at
closing, (iii) payment of cure costs estimated at $1.3 million,
(iv) assumption of postpetition accounts payable estimated at
$1.5million, (v) payment at closing or assumption of claims
pursuant to Section 503(b)(9) estimated at $800,000,(vi) assumption
of liabilities under a capital lease with VFI estimated at $4.5
million, (vii) assumption (if consented to by the Small Business
Association) of the PPP loan in the amount of$5.7 million, (viii)
assumption of deferred FICA taxes estimated at $640,000 and (ix)
liabilities associated with employee health plan at $150,000. In
addition, in connection with the sale, the buyer, Creditors'
Committee and holders of the Senior Secured Notes entered into a
settlement that provides for consideration to the estate of up to
$1.3 million in addition to the $100,000 in Excluded Cash as
follows: (i) $250,000 on or about the effective date of the Plan;
(ii) $250,000 on or about 6 months after the closing of the sale;
(iii) $500,000 on or about 12 months after closing of the sale;
(iv) $300,000 if and when certain monies presently held in a cash
collateral account by Applied Underwriters for a period when the
Debtor was self-insured for workers' compensation claims are
refunded. The settlement also provides consideration to the
Debtor's estate if the buyer sells the company within five years of
closing of the sale.
A Chapter 11 plan was confirmed in the case on January 11, 2021.
CONTOUR SPA: Seeks Chapter 11 Bankruptcy in Florida After Expansion
-------------------------------------------------------------------
Vince Sullivan of Law360 reports that Contour Spa LLC, a
Florida-based chain of fat-burning med spas, sought Chapter 11
bankruptcy protection, attributing its financial troubles to swift
expansion and a fragmented operational structure that negatively
impacted revenue.
About Contour Spa LLC
Contour Spa LLC is a spa services provider based in Orlando that
provides wellness and beauty treatments including massage therapy,
skincare, and body contouring services, as suggested by its name.
Contour Spa LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-03602) on June 11,
2025. In its petition, the Debtor reports estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
Honorable Bankruptcy Judge Tiffany P. Geyer handles the case.
The Debtor is represented by Jimmy D. Parrish at Baker & Hostetler
LLP.
CRANE ENTERPRISES: Hires Wilk Auslander LLP as Special Counsel
--------------------------------------------------------------
Crane Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to employ Wilk
Auslander LLP as special counsel.
The Debtor needs the firm's legal assistance in connection with a
pending case, Adv. Pro. # 25-1040, filed against Michael E. Crane
and Daniel L. Crane.
The firm will be paid at these rates:
Partners $725 to $1200 per hour
Of Counsel $675 to $725 per hour
Associates $450 to $690 per hour
Paralegals $330 to $435 per hour
The firm is owed approximately $300,000 from the Debtor as of the
Petition Date. The firm has agreed to accept a sum equal to 1/3 of
the net proceeds received by the Debtor in full satisfaction of the
indebtedness.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Eric J. Snyder, Esq., a partner at Wilk Auslander LLP, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric J. Snyder, Esq.
Wilk Auslander LLP
825 Eighth Avenue, 29th Floor
New York, NY 10019
Telephone: (212) 981-2300
About Crane Enterprises LLC
Crane Enterprises LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
25-10405) on March 4, 2025, listing $500,001 to $1 million in
assets and $100,001 to $500,000 in liabilities.
Judge David S Jones handles the case.
Brett Silverman, Esq. at Silveman Law PLLC represents the Debtor as
counsel.
CRESCENT CITY: Section 341(a) Meeting of Creditors on July 9
------------------------------------------------------------
On June 10, 2025, Crescent City Meat Co Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Eastern District of
Louisiana. According to court filing, the
Debtor reports $1,479,338 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) filed by the Office of
the U.S. Trustee to be held on July 9, 2025 at 10:00 AM by
Telephone Conference Line: 888-330-1716. Participant Passcode:
8461305.
About Crescent City Meat Co Inc.
Crescent City Meat Co Inc. is a meat processing company based in
Metairie, Louisiana, specializing in Cajun-style sausages and
boudin. The Company offers products made from pork, crawfish,
shrimp, and alligator, and operates under USDA inspection. Founded
in 1985, it serves retail and wholesale customers in the region.
Crescent City Meat Co Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 25-11178) on June
10, 2025. In its petition, the Debtor reports total assets of
$1,993,006 and total liabilities of $1,479,338.
The Debtors are represented by Robin R. De Leo, Esq. at THE DE LEO
LAW FIRM, LLC.
CWB REALTY: Hires Cullen Real Estate and Appraisal as Appraiser
---------------------------------------------------------------
CWB Realty seeks approval from the U.S. Bankruptcy Court for the
District of Massachusetts to employ Cullen Real Estate and
Appraisal Company as appraiser.
The firm will prepare appraisals with interior inspections of the
Debtor's real property.
The firm will be paid at a flat fee of $2,425.
Mr. Cullen 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:
Thomas Cullen
Cullen Real Estate and Appraisal Company
PO Box 371
Harmony, RI 02829
Telephone: (617) 456-8650
About CWB Realty
CWB Realty filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Mass. Case No. 25-10446) on March 6,
2025, listing between $1 million and $10 million in both assets and
liabilities.
Judge Christopher J. Panos oversees the case.
Hilmy Ismail, Esq., at the Law Office of Hilmy Ismail represents
the Debtor as bankruptcy counsel.
CXOSYNC LLC: Court Extends Cash Collateral Access to July 18
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended CXOsync, LLC's authority to use cash collateral until July
18.
The interim order authorized the company to use the cash collateral
of the Internal Revenue Service and the U.S. Small Business
Administration to pay expenses in accordance with its budget, with
a 5% variance allowed.
The budget projects total operational expenses of $87,488 for the
period from June 14 to July 13.
As protection for the use of their cash collateral, both secured
creditors will receive replacement liens on all of CXOsync's
property. These replacement liens will hold the same priority and
validity as the secured creditors' pre-bankruptcy liens.
CXO must maintain insurance, preserve collateral, and allow
inspection of books and collateral.
A status hearing is scheduled for July 16.
About CXOsync LLC
CXOsync, LLC is a corporate event planner which presents events and
workshops geared toward CIOs, CISOs, CMOs, and CFOs of businesses.
It hosts live and virtual events to gather CXOs from the world's
largest corporations and brands.
CXOsync sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Banker. N.D. Ill. Case No. 24-08351) on June 5, 2024, with
$128,315 in assets and $6,030,532 in liabilities. Rupen Patel,
managing member, signed the petition.
Judge Janet S. Baer presides over the case.
The Debtor is represented by:
Ben L. Schneider, Esq.
Schneider & Stone
Tel: 847-933-0300
Email: ben@windycitylawgroup.com
DANNIKLOR ENTERPRISES: Gets OK to Use Cash Collateral Until July 31
-------------------------------------------------------------------
Danniklor Enterprises, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida, West Palm
Beach Division, to use cash collateral until July 31, marking the
second extension since the company's Chapter 11 filing.
The company was initially allowed to access the cash collateral of
its secured creditors through June 3 pursuant to the court's May 28
interim order.
As protection for the company's use of their cash collateral,
secured creditors were granted replacement liens on property
acquired by the company after its Chapter 11 filing, to the same
extent and with the same validity and priority as their
pre-bankruptcy liens.
Danniklor was ordered to escrow $1,000 each month for Subchapter V
trustee fees.
The next hearing is set for July 29.
About Danniklor Enterprises
Danniklor Enterprises, LLC, operating as Bikes Palm Beach, sells a
wide range of bicycles and accessories, including kids' bikes,
hybrid and electric bikes, triathlon bikes, and high-end road
bikes. The Company also offers cycling gear such as helmets,
lights, sunglasses, and athletic footwear. In addition to retail
sales, it provides bicycle maintenance services with a 24-hour
turnaround commitment at its location in Jupiter, Florida.
Danniklor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Fla. Case No. 25-15192) on May 8, 2025, listing
$119,176 in assets and $1,984,410 in liabilities. Brian LaGrua,
manager of Danniklor, signed the petition.
Judge Mindy A. Mora oversees the case.
Robert C. Furr, Esq., at Furr and Cohen, represents the Debtor as
legal counsel.
DARSHANA SOLVENT: Ind-Ra Affirms BB- Loan Rating, Outlook Stable
----------------------------------------------------------------
India Ratings and Research (Ind-Ra) has affirmed Darshana Solvent
Extraction Private Limited's (DSEPL) bank loan ratings as follows:
-- INR400 mil. Working capital limit affirmed with IND BB-/Stable
/IND A4+ rating; and
-- INR232 mil. (reduced from INR288 mil.) Term loan due on
January 31, 2029 affirmed with IND BB-/Stable rating.
Detailed Rationale of the Rating Action
The affirmation reflects DSEPL's continued medium scale of
operations and stretched liquidity in FY25. However, the ratings
are supported by the company's improved EBITDA margins during FY25
and the firm's promoter's four decades of experience in the food
grain and edible oil industry. However, in FY26, Ind-Ra expects the
EBITDA margins to decline on account of a likely increase in the
price of raw material.
Detailed Description of Key Rating Drivers
Stretched Liquidity: Please refer to the Liquidity section below.
Continued Medium Scale of Operation: The ratings reflect DSEPL's
medium scale of operations as indicated by a revenue of INR6,041.16
million in FY25 (FY24: INR7,049 million) and an EBITDA of INR229.36
million in (INR82.13 million). In FY25, the revenue declined due to
a reduction in the overall sale of soybean oil and by-products to
1,12,765MT (FY24: 1,20,517MT). DSEPL recorded a revenue of INR432.9
million during April 2025. In FY26, Ind-Ra expects the revenue to
improve supported by an increase in edible oil prices. FY25
financials are provisional.
Cyclical Nature of Industry: The edible oil industry is cyclical in
nature owing to its dependence on macro-economic growth factors;
affecting the stability and sustainability of businesses.
Improved EBITDA Margin: The ratings also factor in the DSEPL's
healthy EBITDA margin of 3.8% in FY25 (FY24: 1.17%) with a return
on capital employed of 24.3% (0.5%). In FY25, the EBITDA margin
improved due to a reduction in the cost of goods sold. In FY26 and
over the medium term, Ind-Ra expects the EBITDA margin to decline
on account of an increase in the raw material price.
Improved Credit Metrics: DSEPL has comfortable credit metrics, with
an interest coverage (operating EBITDA/gross interest expenses) of
3.65x in FY25 (FY24: 1.34x) and a net leverage (adjusted net
debt/operating EBITDAR) of 2.55x (6.94x). In FY25, the credit
metrics improved due to the improved EBITDA. Ind-Ra expects the
credit metrics to deteriorate in FY26 and over the medium term, due
to a decline in the EBITDA.
Promoter's Experience: The company's promoter has more than four
decades of experience in the food grain and edible oil industry,
which has helped him establish strong relationships with customers
as well as suppliers.
Liquidity
Stretched: DSEPL's average maximum utilization of the fund-based
limits was 96.94% during the 12 months ended March 2025 with two
instance of overutilization up to one day due to a delay in the
interest payment. Furthermore, the free cash flow turned negative
at INR19.08 million in FY25 (FY24: INR118 million) due to the cash
flow from operations turning negative at INR13.28 million
(INR142.76 million) on account of unfavorable changes in working
capital. The net working capital cycle deteriorated to 17 days in
FY25 (FY24: 3 days), mainly on account of an increase in the
inventory days to 36 (12), debtor days to 5 (4) and creditor days
to 24 (14). DSEPL has debt repayment obligations of INR60 million
in FY26 and FY27 each. The cash and cash equivalents stood at
INR0.39 million at FYE25 (FYE24: INR0.52 million). Furthermore,
DSEPL does not have any capital market exposure and relies on banks
and financial institutions to meet its funding requirements.
Rating Sensitivities
Negative: A decline in the scale of operations, leading to
deterioration in the overall credit metrics and/or a further
pressure on the liquidity position, all on a sustained basis, could
lead to a negative rating action.
Positive: An improvement in the liquidity profile and the working
capital cycle, along with the maintenance of the scale of
operations and the overall credit metrics with the net leverage
staying below 4.5x, all on a sustained basis, could lead to a
positive rating action.
About the Company
Incorporated in July 2021, DSEPL is engaged in the extraction of
crude oil from soya bean seeds and refining it into edible oil. Its
500 metric tons per day manufacturing plant is located at Solapur
district in Maharashtra.
DEBBIE OUTLAW: Seeks to Hire REspace LLC as Real Estate Broker
--------------------------------------------------------------
Debbie Outlaw Properties, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to employ Tony
B. Lazarov and REspace, LLC as real estate broker.
The firm's services include:
a. advising the Debtor about the leasing of the Debtor's
residential rental properties near the campus of the University of
Texas at Austin;
b. listing, advertising, showing and marketing such
properties; and
c. advising and assisting the Debtor in responding to any
offers to lease such properties.
REspace will be paid 75 percent of one full month's rent to be paid
under each lease of the properties.
REspace LLC does not hold or represent any interest adverse adverse
to the Debtor or its estate, according to court filings.
The broker can be reached through:
Tony B. Lazarov
REspace, LLC
2307 Rio Grande
Austin, TX 78705
Tel: (512) 472-0048
Cell: (512) 762-8669
Email: tony@REgroupUS.com
About Debbie Outlaw Properties, LLC
Debbie Outlaw Properties LLC operates in the real estate sector.
Debbie Outlaw Properties LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-10167) on
February 5, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Shad Robinson handles the case.
The Debtor is represented by:
Frank B Lyon, Esq.
FRANK B LYON
PO Box 50210
Austin TX 78763
Tel: (512) 345-8964
Email: frank@franklyon.com
DEL MONTE: Virtus Opportunities Marks $145,000 Loan at 80% Off
--------------------------------------------------------------
Virtus Opportunities Trust has marked its $145,000 loan extended to
Del Monte Foods, Inc to market at $29,000 or 20% of the outstanding
amount, according to a disclosure contained in Virtus
Opportunities's Form N-CSR for the Fiscal year ended March 31,
2025, filed with the Securities and Exchange Commission.
Virtus Opportunities is a participant in a Leveraged Loan to Del
Monte Foods, Inc. The loan accrues interest at a rate of 9.199% (3
Month Term SOFR + 4. 900%) per annum. The loan matures on August 2,
2028.
Virtus Opportunities is organized as a Delaware statutory trust and
is registered under the Investment Company Act of 1940, as amended
as an open-end management investment company.
As of the date of these financial statements, 18 funds of the Trust
are offered for sale, of which 7 are reported in these financial
statements. Each Fund has a distinct investment objective and all
of the Funds are diversified.
Virtus Opportunities is led by George R. Aylward, President; and W.
Patrick Bradley, Executive Vice President, Chief Financial Officer,
and Treasurer.
The Fund can be reach through:
George R. Aylward
Virtus Opportunities Trust
101 Munson Street
Greenfield, MA 01301-9668
Telephone No.: (800) 243-1574
- and -
Jennifer Fromm, Esq.
Virtus Opportunities Trust
One Financial Plaza
Hartford, CT 06103-2608
Telephone No.: (800) 243-1574
DEL MONTE FOODS, INC. manufactures and distributes packaged food
products. The Company provides canned fruits and vegetables, as
well as a wide range of snacks. Del Monte Foods serves customers
worldwide.
DOLPHIN COMPANY: Strom, Wagstaff Lead Chapter 11 Turnaround
-----------------------------------------------------------
The Dolphin Company, the largest aquatic theme park operator in
Latin America and the world's leading dolphin company, announced
that the United States Bankruptcy Court for the District of
Delaware entered an order recognizing the effectiveness of the
leadership changes implemented in March 2025 to navigate the
ongoing Chapter 11 restructuring proceedings for several entities
in the group.
Steven Strom, of Odinbrook Global Advisors, was appointed
Independent Director, effective March 18, 2025 and Robert Wagstaff,
of Riveron Management Services, was appointed Chief Restructuring
Officer, effective March 28, 2025. Also on that date, Mr. Eduardo
Albor was relieved of his duties as an executive and officer of the
Company. Since then, Mr. Strom and Mr. Wagstaff have jointly
overseen the Company's management.
These appointments underscore the Company's commitment to
stabilizing operations, preserving value, and executing a viable
path out of Chapter 11. Mr. Strom brings over 30 years of
experience advising on distressed and special situations, including
creditor negotiations, asset sales, valuation, and DIP financings,
while Mr. Wagstaff brings 35 years of leadership in Chapter 11
turnarounds, complex restructurings, and integration execution, in
Latin America and elsewhere around the world.
Together, they are leading the Company through a Chapter 11
restructuring with an emphasis on animal welfare and safety,
stabilizing operations, and maximizing recoveries for
stakeholders.
Additional information, including court filings and claims details,
is available at veritaglobal.net/dolphinco or by calling
888-733-1434 (U.S./Canada) or 310-751-2633 (International).
About The Dolphin Company
The Dolphin Company is an aquatic park operator with a global
presence, operating 30 parks and dolphin habitats in 8 countries,
focusing on interactive experiences with marine mammals and
promoting environmental stewardship through education and
conservation efforts.
EDGIO INC: Court Confrms Chapter 11 Plan After Reaching Consensus
-----------------------------------------------------------------
Yun Park of Law360 Bankruptcy Authority reports that on Friday,
June 13, 2025, a Delaware bankruptcy judge signed off on digital
content delivery firm Edgio Inc.’s Chapter 11 restructuring plan,
following a consensus reached between the company, its unsecured
creditors committee, and prepetition lender Lynrock Lake Master
Fund LP.
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY
GROUP is serving as strategic communications advisor to the
Debtors. OMNI AGENT SOLUTIONS, INC., is the claims agent.
ELETSON HOLDINGS: Reed Smith Seeks Stay in $102MM Award Fight
-------------------------------------------------------------
Emily Sawicki of Law360 reports that Reed Smith LLP has asked the
Second Circuit to halt a bankruptcy case and a related district
court action as it seeks to continue representing the prebankruptcy
owners of international shipping company Eletson Holdings Inc.
The firm claims the reorganized Eletson—now allegedly controlled
by a former adversary—is engaged in a "calculated effort" to take
control of the company's privileged client information, Law360
reports.
About Eletson Holdings
Eletson Holdings Inc. is a family-owned international shipping
company, which touts itself as having a global presence with
headquarters in Piraeus, Greece as well as offices in Stamford,
Connecticut, and London.
At one time, Eletson claimed to own and operate one of the world's
largest fleets of medium and long-range product tankers and boasted
a fleet consisting of 17 double hull tankers with a combined
capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined
capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000
cbm.
Eletson Holdings, a Liberian company, is Eletson's ultimate parent
company and is the direct parent and owner of 100% of the equity
interests in the two other debtors, Eletson Finance (US) LLC, and
Agathonissos Finance LLC.
Eletson and its two affiliates were subject to involuntary Chapter
7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on
March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners,L.P.
and Alpine Partners (BVI), L.P. The petitioning creditors are
represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP.
On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter 11
cases.
The Honorable John P. Mastando, III is the case judge.
Derek J. Baker, Esq., represents the Debtors as bankruptcy
counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors. The committee tapped Dechert, LLP as its legal
counsel.
ENCORE CAPITAL: Fitch Alters Outlook on 'BB+' LongTerm IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has revised Encore Capital Group, Inc.'s Outlook to
Negative from Stable, while affirming its Long-Term Issuer Default
Rating (IDR) and senior secured debt at 'BB+'.
The Negative Outlook reflects Fitch's view that Encore's strategic
execution could be harder to achieve in the current more uncertain
macroeconomic environment. Fitch sees increased challenges of
projecting future collections and pricing portfolio purchases over
2025-2026, which could negatively affect Encore's financial
performance through collections underperformance or impairments.
Key Rating Drivers
Strong Franchise; Challenging Environment: Encore's Long-Term IDR
reflects its leading franchise in the US debt purchasing market
balanced against its concentrated business activities, the reliance
on leverage for portfolio purchases and the subsequent need to
manage rising wholesale market funding costs within profitable
underwriting. The rating also accounts for Encore's experienced
management team and a sound investment record as well as the
inherent challenges of forecasting cash collections in a more
volatile operating environment.
Profitability Affected by Impairments: Profitability, on a cash
flow basis, is adequate with adjusted EBITDA to revenue (adjusted
for portfolio amortisation) consistently above 50%. This is
supported by a good level of portfolio purchases at disciplined
pricing, particularly in the US, with estimated remaining
collections now around USD8.8 billion.
The company, however, recognised a large goodwill impairment to its
European business in 2023 and a further impairment charge of around
USD100 million in 2024. These impairments led to an overall net
loss recognised for 2023 and 2024, highlighting the challenges of
accurately forecasting cash collections in a more volatile economic
environment. Fitch believes that in 2H25-2026 the economic
environment could present challenges in maintaining a sustained
robust financial performance, even though performance was sound in
1Q25 with no material underperformance of collections.
Prominent Franchise; Narrow Segment: Encore has a leading position
in the debt purchasing sector, particularly within the structurally
deep credit markets of the US, supplemented by activities in the UK
and continental Europe. It acquires portfolios of defaulted
receivables from financial service providers. Encore's
well-established franchise and relationships with financial
institutions are particularly beneficial in the US, where defaulted
receivables are largely sourced through ongoing forward flow
agreements. Fitch expects strong recent purchasing in the US to
support cash collection inflows in the coming years.
Stable and Experienced Management: Encore's management has
substantial through-the-cycle experience in debt purchasing and has
achieved significant organic growth within the business. The nature
of the assets Encore purchases carries inherent risks, but its
presence in both North America and Europe allows the choice of
capital deployment to match the relative strength of investment
opportunities available, and the company's historical money
multiples (collections relative to purchase price) indicate
adequate long-term pricing discipline.
Increased Investment Raises Leverage: Fitch calculates Encore's
gross debt-to-EBITDA (adjusted for portfolio amortisation) at
end-2024 at 2.7x, similar to the level reported at end-1Q25. This
is at the upper end of management's long-term guidance range for
net debt-to-EBITDA of 2x-3x, reflecting the recent increased rate
of investments. Fitch expects that leverage will be contained
within management's guidance and that debt-servicing costs will be
adequately contained.
Fitch also considers debt-to-tangible equity as a complementary
leverage metric, which at end-2024 was high at 14x, inflated by the
impact of goodwill. The company has recently restarted its share
repurchase programme. Fitch expects these amounts to be moderate,
but they could still put pressure on tangible equity in a more
difficult collections environment.
Sound Near-Term Liquidity: Encore has no material near-term
refinancing needs, having addressed pre-2026 refinancings through
two bond issuance in 2024. The bond issuance indicated the ongoing
depth of investor appetite for Encore's debt at a time of
heightened refinancing risks elsewhere in the sector. The company
generates large cashflows through collections and has recently
amended and extended its revolving credit facility to provide
additional liquidity headroom, with the increased facility now at
USD1,485 million maturing in 2029.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Recognition of impairments resulting in material negative impact
on net income or underlining risk management weaknesses
- A sustained fall in cash collections, resulting in significantly
reduced earnings generation, material writedowns of the value of
portfolio investments, cash flow leverage consistently at the
higher end of management's target range for net debt/adjusted
EBITDA of 2x-3x or more aggressive capital management resulting in
tangible equity reduction
- A material adverse operational event or regulatory intervention
undermining franchise strength or business-model resilience
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch could revise the Outlook to Stable if strategic execution
is effective, leading to sustained improved financial performance
with leverage maintained below the upper end of management's 2x-3x
net debt to adjusted EBITDA target range, alongside a disciplined
financial policy with share buybacks managed conservatively.
- Fitch could upgrade the rating on a material increase in the
company's tangible equity position, alongside maintenance of cash
flow leverage consistently at the low end of management's guidance
range, provided strategic execution is effective with no material
underperformance of collections.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
Encore's senior secured notes are guaranteed by most group
subsidiaries and rank equally with other senior secured
obligations. The rating is equalised with Encore's Long-Term IDR as
the senior secured debt class represents the majority of Encore's
borrowings, resulting in average rather than above-average expected
recoveries.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The ratings of the senior secured notes are primarily sensitive to
changes in Encore's IDR.
Changes to Fitch's assessment of relative recovery prospects for
senior secured debt in a default (eg due to a material shift in the
proportion of Encore's debt that is either super-senior or
unsecured) could also result in the senior secured debt rating
being notched up or down from the IDR.
ADJUSTMENTS
Encore's Standalone Credit Profile (SCP) is in line with the
implied SCP.
The business profile score is below the implied score due to the
following adjustment reason: business model (negative).
The funding, liquidity & coverage score of is below the implied
score due to the following adjustment reason: historical and future
metrics (negative).
ESG Considerations
Encore has an ESG Relevance Score of '4' for Customer Welfare -
Fair Messaging, Privacy & Data Security due to the importance of
fair collection practices and consumer interactions and the
regulatory focus on them, particularly in the US. Encore has an ESG
Relevance Score of '4' for Financial Transparency due to due to the
significance of internal modelling to portfolio valuations and
associated metrics such as estimated remaining collections.
These factors have negative influences on the rating but they are
features of the debt purchasing sector as a whole, and not specific
to Encore.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Encore Capital
Group, Inc. LT IDR BB+ Affirmed BB+
senior secured LT BB+ Affirmed BB+
ENGLOBAL CORP: Gets Court Approval for Wind Down Plan, Ch. 11 Sale
------------------------------------------------------------------
Clara Geoghegan of Law360 reports that on Friday, June 13, 2025,
engineering firm ENGlobal Corp. finalized a Chapter 11 plan to
liquidate its operations, following the sale of its business just
over three months after filing for bankruptcy in Texas.
About Englobal Corp.
Englobal Corp. and affiliates provide innovative project solutions
with expertise in engineering, automation, and government services,
supported by a workforce of over 100 employees and contractors in
Houston and Tulsa. Their engineering group offers services such as
engineering, procurement, construction management, and fabricated
products for industries like refineries, petrochemicals, renewable
energy, and transportation. The automation group designs and
integrates modular systems, including control systems and data
monitoring, for both new and existing facilities. Additionally, the
government services group specializes in process control system
design, integration, and maintenance for U.S. government agencies
and commercial clients.
Englobal Corp. and affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case. No. 25-90083) on
March 5, 2025. In its petition, the Debtor reports estimated assets
and liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Christopher Adams, Esq., Ryan A.
O'Connor, Esq., John Thomas Oldham, Esq., and Madeline Schmidt,
Esq. at OKIN ADAMS BARTLETT CURRY LLP.
ESSENTIALS MASSAGE: Case Summary & Five Unsecured Creditors
-----------------------------------------------------------
Debtor: Essentials Massage and Facials of Trinity 54, LLC
2451 Country Place Boulevard
New Port Richey, FL 34655
Business Description: Essentials Massage and Facials of Trinity
54, LLC operates a wellness and beauty spa
offering massages, facials, body sculpting,
and spa packages. The Company provides
customized, results-focused treatments that
blend relaxation with aesthetic goals. It
serves clients from its location in Trinity,
Florida.
Chapter 11 Petition Date: June 13, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-03987
Judge: Hon. Roberta A Colton
Debtor's Counsel: Kristina Feher, Esq.
FEHER LAW, PL.L.C.
1275 66th Street N.
#40042
Saint Petersburg, FL 33743
Tel: 727-359-0367
E-mail: kfeher@feherlaw.com
Total Assets: $33,228
Total Liabilities: $8,225,240
The petition was signed by Patricia Fields as managing member/CEO.
A copy of the Debtor's list of five unsecured creditors is
available for free on PacerMonitor at:
https://www.pacermonitor.com/view/GPRE3OQ/Essentials_Massage_and_Facials__flmbke-25-03987__0010.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/A7FO23A/Essentials_Massage_and_Facials__flmbke-25-03987__0001.0.pdf?mcid=tGE4TAMA
EVANS INVESTMENT: Seeks Cash Collateral Access Until Nov. 30
------------------------------------------------------------
Evans Investment Partners, LLC asked the U.S. Bankruptcy Court for
the Northern District of California, San Francisco Division, for
authority to use cash collateral and provide adequate protection.
The Debtor needs to use cash collateral generated by its sole real
estate asset—734-752 Vallejo Street, San Francisco from June 1 to
Nov. 30. The purpose of the use is to pay property operating
expenses, taxes, insurance, maintenance, and provide adequate
protection payments to the senior secured creditor, Preferred Bank,
whose loan matured in December 2024 and totals approximately $4.3
million.
The Debtor proposed monthly adequate protection payments of $27,625
to Preferred Bank, based on interest-only terms at 8.5% (Prime +
1%). The cash collateral consists of monthly rental income ranging
from $31,979 to $42,679, which will be held in a separate DIP
account and used according to a detailed operating budget (Exhibit
A). The Debtor has received capital contributions from its owners
and anticipates further contributions if operating shortfalls
arise.
The Debtor argued that using the cash collateral is necessary to
maintain the property, avoid foreclosure, and facilitate a
bankruptcy sale at fair market value—expected to protect estate
value and reduce liability for guarantors. The Debtor assured that
adequate protection is being provided through monthly payments and
property equity, meeting the requirements of 11 USC sections 361
and 363.
A hearing on the matter is set for July 10.
Preferred Bank is represented by:
Sara L. Chenetz, Esq.
Perkins Coie, LLP
1888 Century Park East, Suite 1700
Los Angeles, CA 90067-1721
Telephone: +1.310.788.9900
Facsimile: +1.310.788.3399
SChenetz@perkinscoie.com
About Evans Investment
Partners
Evans Investment Partners, LLC is a limited liability company based
in San Francisco, Calif.
Evans Investment Partners sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No.
25-30342) on April 30, 2025. In its petition, the Debtor reported
between $1 million and $10 million in both assets and liabilities.
The Debtor is represented by E. Vincent Wood, Esq., at Shepherd &
Wood, LLP.
EVERGLADES COLLEGE: S&P Assigns 2025 Bonds Rating to 'BB+'
----------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term rating to the
Higher Educational Facilities Financing Authority of Florida's
approximately $308 million series 2025 bonds, issued for Everglades
College, Inc. (ECI) doing business as Keiser University (KU) and
Everglades University (EU).
The outlook is stable.
S&P said, "We analyzed ECI's environmental, social, and governance
credit factors pertaining to its market position, management and
governance, and financial performance. We consider the
environmental risks to be somewhat elevated for both KU and EU,
given that their locations on Florida's Atlantic coast makes them
more susceptible to weather events and the effects of climate
change. ECI maintains appropriate insurance to somewhat mitigate
these risks. We view all other social and governance factors as
neutral in our analysis.
"The stable outlook reflects our expectation that during the
outlook period, ECI will maintain stable-to-growing enrollment
while producing full-accrual operating surpluses. We expect ECI's
financial resources will grow over time, but that financial
resource ratios will remain very weak during the outlook period. We
do not anticipate ECI will issue any additional debt beyond the
2025 issuance.
"We could consider a negative rating action if ECI sees a trend of
declining enrollment such that operations deteriorate
significantly. We could also consider a negative rating action if
financial resource ratios decline at all from current levels, or if
ECI issues additional debt without significant growth in financial
resources.
"We could consider a positive rating action if ECI maintains
stable-to-growing enrollment and positive operations, while
building financial resource ratios significantly, such that they
are in line with a higher rating."
EVERI HOLDINGS: Fitch Keeps 'BB-' LongTerm IDR on Watch Positive
----------------------------------------------------------------
Fitch Ratings has maintained Everi Holdings Inc.'s 'BB-' Long-Term
Issuer Default Rating (IDR) and debt instruments on Rating Watch
Positive (RWP). On July 26, 2024, Everi entered into definitive
agreements with International Game Technology PLC (IGT) and Voyager
Parent, LLC, whereby IGT Gaming and Everi would be simultaneously
acquired by Voyager in an all-cash transaction.
The Rating Watch reflects the expectation of a stronger credit
post-merger, due to the increased scale and diversification of the
combined entity with IGT, material synergy opportunities, and
potential growth. The combined entity generated 2024 pro forma
revenue and adjusted EBITDA of $2.6 billion and $1.1 billion,
respectively.
Fitch expects to resolve the Rating Watch upon completion of the
transaction under the announced terms, which is likely to occur in
late June or early July 2025, or more than six months beyond the
assignment of the Watch.
Key Rating Drivers
Comprehensive Product Portfolio: The combined entity would offer
one-stop shopping across land-based gaming, iGaming, sports
betting, and fintech. The revenue stream is diversified, with
gaming operations accounting for 29%, gaming sales 23%, Systems and
Software 23%, FinTech 15%, and digital 10%. Management estimates
mid-single-digit revenue growth through 2026 based on current
business plans. Further growth potential includes distribution of
Everi's content into IGT's existing networks, distribution of
FinTech solutions in international and distributed gaming markets,
and expansion of IGT game content into the Class II category.
Expanded Slot Market Share: Pro forma for the combination, the
company would have an installed base of approximately 70,000 units,
surpassing Light & Wonder, Inc. (BB/Stable), which has 54,397.
Fitch estimates the combined pro forma slots sales market share in
North America (LTM 3Q24) will exceed that of Light & Wonder, and
Aristocrat Leisure Ltd. (BBB-/Positive). The merger should enable
more cross-selling opportunities between the two entities.
Expected Synergy Benefits: Management expects $140 million in
run-rate cost synergies to be realized by the third year. These
enhancements have been identified through the impact of a larger
scale on supply chain and cost optimization, streamlined
operations, and real estate consolidation. Management expects
further savings of $20 million to be realized in lower capex
spending through synergies.
Moderate Pro Forma Leverage: Pro forma gross EBITDA leverage will
be 4.0x, moderating sequentially to 3.5x over the forecast period
due to EBITDA growth and required term loan amortization. Fitch
believes the new combined entity has stronger business operations
due to the increased scale, product diversification, synergies, and
improved market position.
Transaction Update: Debt financing is already in place, including
an undrawn revolver of $750 million, $2.475 billion in term loans,
and $1.85 billion in senior secured notes. The transaction is
currently awaiting final approval from certain state gaming
commissions and is expected to close in late June or early July
2025.
Everi Standalone Rating: Everi's standalone rating reflects
relatively low gross leverage of 3.1x as of Dec. 31, 2024, solid
liquidity, and expected continued FCF generation. The company's
FinTech sector contributes approximately 44% of consolidated
EBITDA, with most of the revenue derived from ATM and cash advance
service fees tied to contracts typically with three- and five-year
terms and high renewal rates. This recurring revenue provides
near-term cash flow certainty, although technology risk remains
uncertain in the long term.
Peer Analysis
Everi's 'BB-' IDR reflects its low leverage, broad diversification,
strong momentum in growing its class III slots business, and solid
market position in cash access systems and class II slots. Negative
credit considerations include Everi's niche position within the
slots segment, relative to larger suppliers, and declining ship
share over the last two years.
Pro forma for the transaction, EBITDA leverage would be 4.0x, which
compares with Light & Wonder at 3.2x and Aristocrat Leisure at
0.8x. Pro forma revenues and EBITDA of $2.6 billion and $1.1
billion, respectively, are slightly lower than those of Light &
Wonder ($3.2 billion and $1.3 billion) and well below Aristocrat
($4.3 billion and $1.6 billion, adjusted for the current Australian
dollar exchange rate). Although both Light & Wonder and Aristocrat
Leisure have a stronger presence in iGaming, Everi's FinTech
segment offers a unique and compelling growth opportunity - given
IGT's sales presence and existing market position.
Key Assumptions
- Total revenue declines 3.4% in 2025 due to weakness in gaming
operations and increases to low-single digits as operations
stabilize;
- EBITDA margins in the 37% to 39% range;
- Base interest rates applicable to the company's outstanding
variable-rate debt obligations reflects current SOFR forward
curve;
- FCF of approximately $60 million-$80million over the forecast
horizon.
- Capex approximating 17%-18% of revenue.
- Settlement receivables and liabilities are cash flow-neutral;
- No incremental debt paydown aside from $6 million of annual
amortization of the term loan.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustained above 3.5x;
- Significant deterioration or loss of market share in the gaming
and FinTech segments;
- Adoption of a more aggressive financial policy, either toward
target leverage or approach to shareholder returns to the detriment
to the credit profile.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch expects to resolve the Rating Watch upon completion of the
contemplated transaction under the proposed terms.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade Independent of the Transaction:
- Continued market share gains in the U.S. gaming equipment
industry, particularly with respect to its Class III business;
- Continued diversification away from payment processing;
- EBITDA leverage sustained below 3.0x.
Liquidity and Debt Structure
Everi had a net cash position of $77 million, or $713 million gross
of net settlement liabilities, and full availability on its $125
million revolver as of March 31, 2025. Everi generated about $162
million in Fitch-defined FCF (cash flow from operations minus capex
and controlling for settlement working-capital swings) in 2024.
Amortization of its term loan is minimal relative to the company's
FCF generating ability.
Issuer Profile
Everi Holdings is a provider of slots and cash services to the
casino industry, specializing in class II and class III slots and
is a leading provider of cash access products and services for the
casino industry.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Everi Holdings
Inc. LT IDR BB- Rating Watch Maintained BB-
senior
unsecured LT BB- Rating Watch Maintained RR4 BB-
senior
secured LT BB+ Rating Watch Maintained RR1 BB+
FAIRFIELD SENTRY: BIL Loses Bid to Dismiss Adversary Proceeding
---------------------------------------------------------------
John P. Mastando III of the United States Bankruptcy Court for the
Southern District of New York denied the motion of Banque
Internationale a Luxembourg SA , f/k/a Dexia Banque Internationale
a Luxembourg SA, to dismiss the fifth amended complaint in the case
captioned as FAIRFIELD SENTRY LTD. (In Liquidation), et al.,
Plaintiffs, v. ABN AMRO SCHWEIZ AG a/k/a AMRO (SWITZERLAND) AG, et
al., Defendants, Adv. Pro. No. 10-03636 (Bankr. S.D.N.Y.) for lack
of personal jurisdiction.
This adversary proceeding was filed on Sept. 21, 2010. Kenneth M.
Krys and Greig Mitchell, in their capacities as the duly appointed
Liquidators and Foreign Representatives of Fairfield Sentry Limited
(In Liquidation), Fairfield Sigma Limited (In Liquidation), and
Fairfield Lambda Limited (In Liquidation) filed the Amended
Complaint on Aug. 12, 2021. Via the Amended Complaint, the
Liquidators seek the imposition of a constructive trust and
recovery of over $1.7 billion in redemption payments made by
Sentry, Sigma, and Lambda to various entities known as the Citco
Subscribers. Of that amount, Defendant allegedly received over $5.5
million through redemption payments from its investment in Sentry.
This adversary proceeding arises out of the decades-long effort to
recover assets of the Bernard L. Madoff Investment Securities LLC
Ponzi scheme. The Citco Subscribers allegedly invested, either for
their own account or for the account of others, into several funds
--including Sentry, Sigma, and Lambda -- that channeled investments
into BLMIS.
The Amended Complaint alleges that investors received payments on
account of their shares in the Fairfield Funds based on a
highly-inflated Net Asset Value. The money sent to BLMIS by the
Fairfield Funds for purchase of securities was instead used by
Bernard Madoff to pay other investors or was misappropriated by
Madoff for other unauthorized uses. The NAVs were miscalculated,
and redemption payments were made in excess of the true value of
the shares. The Fairfield Funds were either insolvent when the
redemption payments were made or were made insolvent by those
payments.
BIL is organized under the laws of Luxembourg with a registered
address in Luxembourg, Luxembourg. It allegedly invested into and
redeemed shares of the Fairfield Funds through several companies
within the Citco corporate family.
BIL directly invested in the Fairfield Funds as early as 2001. In
February 2004, BIL opened an account at Citco Bank in order to
invest in the Fairfield Funds. It allegedly retained the Citco
Subscriber as its agent when it entered into a brokerage and
custody agreement as early as May 2007.
From March 2004 through April 2005, BIL allegedly subscribed
through the Citco Subscriber for a total of 4,658.46 shares of
Sentry. BIL, through the Citco Subscriber, redeemed approximately
$5,537,189.75 worth of Sentry shares from April 2005 through August
2007. At the directions and instructions of the Citco Subscriber,
as the purported agent for BIL, some of the Redemption Payments
were received at designated United States-based bank accounts.
The Amended Complaint alleges that the Citco Subscribers, including
the purported agent of BIL, had knowledge of the Madoff fraud, and
therefore knowledge that the NAV was inflated when the redemption
payments were made. The Amended Complaint further asserts that,
while receiving redemption payments, the Citco Subscribers
uncovered multiple additional indicia that Madoff was engaged in
some form of fraud but turned a blind eye, and accepted millions of
dollars while willfully ignoring or, at the very least, recklessly
disregarding the truth in clear violation of the law of the British
Virgin Islands.
Defendant has moved to dismiss the Amended Complaint for lack of
personal jurisdiction, arguing that the Amended Complaint has not
sufficiently alleged minimum contacts with the forum to establish
personal jurisdiction over Defendant and that exercising personal
jurisdiction would be unreasonable.
The Liquidators argue that exercising jurisdiction over Defendant
would be reasonable and that Defendant's contacts with the United
States, through its own actions and those of its purported agent,
in knowingly and intentionally investing in the Fairfield Funds,
using U.S. correspondent accounts to invest in and receive payments
from Sentry, and conducting other business activities support
personal jurisdiction.
The Court finds BIL's repeated receipt of millions of dollars of
redemption payments for its investments in Sentry through a U.S.
correspondent account demonstrates its purposeful availment of the
banking system of New York and the United States.
Plaintiffs' constructive trust claim has three elements:
(1) a disposal of the Plaintiffs' assets in breach of fiduciary
duty;
(2) the beneficial receipt of the assets by the Defendant; and
(3) that the Defendant has knowledge it received the assets via
a breach of fiduciary duty.
The Court finds the Plaintiffs' correspondent bank argument is more
than sufficient to meet this second prong. A constructive trust
claim requires showing receipt of the assets. The use of a U.S.
correspondent bank account shows receipt of assets.
Further, the issue of knowledge of the inflated NAV, required for
the constructive trust claim, is inextricably tied to the
Defendant's investments with New York-based BLMIS. The allegations
are directly related to Defendant's investment activities with
BLMIS through Sentry. According to the Court, the Defendant's
contacts with the United States, in investing in, and receiving
redemptions from, the Fairfield Funds, form a "sufficiently close
link" between the defendant, the forum and the litigation
concerning Defendant's activities in the forum. Accordingly, the
Court finds that BIL's use of an U.S.-based correspondent account
to facilitate Sentry redemption payments was sufficiently related
to the harm alleged by the Liquidators.
Plaintiffs allege that BIL's additional U.S.-oriented business
activity also supports the exercise of jurisdiction in this case.
They argue the subscription agreements' designation of New York as
the dispute resolution forum support the exercise of jurisdiction.
The Court concludes the additional business contacts alone do not
support jurisdiction. But these contacts still provide incremental
support because the Court evaluates the quality and nature of the
defendant's contacts under a totality of the circumstances test.
The Defendant argue that the Bank Brussels Lambert factors weigh
decisively against the exercise of personal jurisdiction over BIL.
These factors include the burden on the defendant, the interests of
the forum in adjudicating the case, the plaintiff's interest in
obtaining convenient and effective relief, the interstate judicial
system's interest in obtaining the most efficient resolution of
controversies, and the shared interest of the states in furthering
fundamental substantive social policies.
Defendant argues that the Court's exercising of jurisdiction over
them in this case would impose on it a significant burden by
requiring it to defend a case in federal court in
New York. Having found that the Defendant, through its agents,
knowingly invested in the U.S. financial market, repeatedly used
U.S.-based correspondent accounts, and conducted due diligence in
New York, the Court finds it reasonable to exercise jurisdiction
over the Defendant under the first Bank Brussels Lambert factor.
The core of the case arises from the Defendant's alleged
investments into the United States' financial market via BLMIS.
Such investments played a key role in facilitating
Madoff's Ponzi scheme, and considering the United States' interest
in monitoring its banking system, the Court finds that the United
States' interest in adjudicating this dispute is far from
"minimal."
In this case, the Court finds that the third Bank Brussels Lambert
factor does not seem to support exercising personal jurisdiction.
Accordingly, although the third Bank Brussels Lambert factor
appears to weigh in the Defendant's favor, it only provides limited
support to the Defendant's argument that assertion of personal
jurisdiction in this case is unreasonable.
Considering the Court's familiarity with this case and the lack of
evidence that the parties' litigation of the dispute here would
hinder an "efficient resolution," it finds that the fourth Bank
Brussels Lambert factor does not favor declining jurisdiction over
this adversary action.
For the fifth Bank Brussels Lambert factor, the relevant
consideration is whether exercising jurisdiction over this
adversary action furthers fundamental substantive social policies
of the United States, and if doing so would erode any shared social
policies. Having found that this action implicates the United
States' substantive social policy interests, and because the
Defendant does not allege that litigating this dispute here would
erode any shared social policies, the Court finds that the last
Bank Brussels Lambert factor also favors exercising jurisdiction
over this action.
Because the majority of the five Bank Brussels Lambert factors
favor exercising personal jurisdiction, the Defendant has not
established that the Court's exercise of personal jurisdiction over
them would be unreasonable. The Court thus finds that exercising
jurisdiction over the Defendant is reasonable and comports with
"traditional notions of fair play and substantial justice, the
Court concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=yQty0J from PacerMonitor.com.
About Fairfield Sentry
Fairfield Sentry Limited is being liquidated under the supervision
of the Commercial Division of the High Court of Justice in the
British Virgin Islands. It is one of the funds owned by the
Fairfield Greenwich Group, an investment firm founded in 1983 in
New York. Fairfield Sentry and other Greenwich funds had among the
largest exposures to the Bernard L. Madoff fraud.
Fairfield Sentry became the subject of a BVI liquidation, and a BVI
court appointed Kenneth M. Krys and Greig Mitchell as Liquidators
and Foreign Representatives of Fairfield Sentry and Fairfield Sigma
under BVI law. The Liquidators then sought recognition of the BVI
liquidation as a foreign main proceeding by filing petitions under
Chapter 15 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
10-13164) on June 14, 2010 in the Southern District of New York.
The Bankruptcy Court entered an order granting recognition of the
Fairfield Sentry case on July 22, 2010, enabling the Liquidators to
use the U.S. Bankruptcy Court to protect and administer Fairfield
Sentry's assets in the U.S.
FENIX TOPCO: First Trust Marks $605,000 Loan at 17% Off
-------------------------------------------------------
First Trust Alternative Opportunities Fund has marked its $605,767
loan extended to Fenix Topco, LLC to market at $502,252 or 83% of
the outstanding amount, according to First Trust's Form N-CSR for
the fiscal year ended March 31, 2025, filed with the U.S.
Securities and Exchange Commission.
First Trust is a participant in a Loan to Fenix Topco, LLC. The
loan accrues interest at a rate of 11.830%, Delay Draw per annum.
The loan matures on April 2, 2027.
First Trust is a Delaware statutory trust registered under the
Investment Company Act of 1940, as amended, as a non-diversified,
closed-end management investment company. First Trust Capital
Management L.P. serves as the investment adviser of the Fund. The
Fund currently offers shares of beneficial interest in two separate
share classes: Class A Shares and Class I Shares. The investment
objective of the Fund is to seek to achieve long-term capital
appreciation by pursuing positive absolute returns across market
cycles.
The Fund is led by Michael Peck as Principal Executive Officer and
Chad Eisenberg as Principal Financial Officer.
The Fund can be reach through:
Michael Peck
First Trust Alternative Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Telephone: (414) 299-2270
About Fenix Topco, LLC
Fenix Topco, LLC is a private limited company that was incorporated
on July 10, 2024.
FIDELIS INSURANCE: S&P Rates $400MM Subordinated Notes 'BB+'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue rating to Fidelis
Insurance Holdings Ltd.'s (Fidelis') $400 million, 7.75%
subordinated notes due 2055.
S&P's issue-level rating is two notches below its long-term issuer
credit rating on Fidelis (BBB/Stable/--), reflecting the notes'
subordination, mandatory deferability of interest payments, and
principal redemption that is subject to Bermuda Monetary Authority
(BMA) redemption requirements. These notes are contractually
subordinated to policyholder obligations and to all existing and
future unsecured senior debt of Fidelis. The notes also rank senior
in right of payment with all existing and future unsecured junior
subordinated indebtedness of the company.
Fidelis intends to use a portion of the net proceeds from this
offering for the redemption of the currently outstanding $58.4
million, 9.00% preference securities. The remaining proceeds will
be used for general corporate purposes.
Fidelis' financial leverage was 17.9% as of the first quarter 2025
and will elevate to 26.5% after issuance and redemption of the
existing preference securities. S&P said, "Prospectively, we expect
financial leverage to remain in the mid-20s in 2025 and lower to
the low 20s in 2026 and 2027. Fixed-charge coverage was 5.3x as of
year-end 2024, and we expect it to fall below 4x in 2025 but rise
to above 4x in 2026 and 2027."
The proposed issuance has received Tier 2 capital treatment under
the BMA's capital requirement rules. S&P assigns intermediate
equity content to these subordinated notes.
Fidelis will likely report additional adverse development from the
recent English High Court ruling related to aircraft lessor
business subject to the Russia-Ukraine aviation litigation. This,
in combination with the California Wildfire losses in January of
this year, could lead to weaker underwriting performance in 2025.
However, the company benefits from sizeable capital redundancy at
the 99.99% confidence level per our capital model, and S&P believes
these losses will likely be an earnings event rather than a capital
event.
FRED RAU: Gets OK to Use Cash Collateral Until June 30
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California,
Fresno Division granted Fred Rau Dairy Inc.'s motion to use cash
collateral.
The court authorized the company's interim use of cash collateral,
including those funds in its Wells Fargo accounts, until June 30 in
accordance with its budget. A 10% budget variance is allowed.
Creditors with security interests in the cash collateral were
granted replacement liens on all of the company's assets, with the
same validity and priority as their pre-bankruptcy liens.
AgWest Farm Credit, FLCA and AgWest Farm Credit, PCA may, but are
not required to, seek payments as protection.
A final hearing is scheduled for June 25.
About Fred Rau Dairy Inc.
Fred Rau Dairy, Inc. operates a large-scale dairy farm in Fresno,
California. The family-owned business utilizes advanced robotic
milking systems and automated feeding technologies. It has been
part of the regional agricultural sector since 1976.
Fred Rau Dairy sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Cal. Case No. 25-11791) on May 29,
2025. In its petition, the Debtor reported between $10 million and
$50 million in both assets and liabilities.
Judge Jennifer E. Niemann handles the case.
The Debtor is represented by Peter Fear, Esq., at Fear Waddell,
P.C.
FRONTIERSMEN INC: Seeks to Hire Richey Mills as Financial Advisor
-----------------------------------------------------------------
Frontiersmen, Inc seeks approval from the U.S. Bankruptcy Court for
the Northern District of Indiana to employ Richey Mills &
Associates as Financial Advisor.
The firm will provide these services:
a. review of the books and records of the Debtor for assets
and claims;
b. determine the validity of assets listed on the books and
records of the Debtor and a determination of the validity of any
claims;
c. determine the cost benefit analysis of liquidating various
assets;
d. coordinate with professionals regarding liquidation,
including interviewing professionals that specialize in liquidation
of the asset types that the Debtor possesses and recommending
selection of such professionals for professional services to the
Debtor;
e. advise regarding the possible sale of assets and upon final
realized sale of assets;
f. advise upon the pursuit of any claims, including bankruptcy
causes of actions, including determination if claims, should be
pursued and prosecuted and a final determination on financial
settlement amount in such recovery;
g. prepare various reports, financial schedules and various
presentations in connection with these services that may be
required appropriately inform the applicable stakeholders in the
Debtor's estate, including reporting upon the possible sale of
assets and upon the final realized sale of assets;
h. report upon the pursuit of any claims, including bankruptcy
causes of actions and including determination if claims should be
pursued and prosecuted and reporting upon a final determination
regarding any financial settlement amount in such recovery; and
i. prepare a disclosure statement and reviewing and advising
on terms of plan of liquidation.
The firm will charge the Debtor for its legal services on flat fee
basis in accordance with its ordinary and customary rates.
The firm was paid a retainer in the amount of $20,000.
Joseph F. Breen, a partner at Richey Mills & Associates, 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:
Joseph F. Breen, Esq.
Richey Mills & Associates
3815 River Crossing Parkway, Suite 100
Indianapolis, IN 46240
Tel: (317) 713-7540
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.
GABHALTAIS TEAGHLAIGH: Hires Commonwealth as Real Estate Broker
---------------------------------------------------------------
Gabhaltais Teaghlaigh LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to employ Commonwealth
Realty Group, LLC d/b/a Berkshire Hathaway Home Services
Commonwealth Real Estate as real estate broker.
The firm will market and sell the Debtor's real properties located
at 47 Old Harbor Street, S. Boston, Massachusetts ("47 Old
Harbor"); 283 West 5th Street, S. Boston, Massachusetts ("283 West
5th Street"); 193 Randolph, Weymouth, Massachusetts ("193 Randolph
Street"); and 15 Simms Court, Newton, Massachusetts.
The firm will be paid a commission of 2.5 percent of the real
properties, plus out of pocket expenses for marketing, in an amount
not to exceed $10,000 for any individual parcel or $40,000 for all
four parcels.
Paul Fioretti, a partner at Commonwealth Realty Group, LLC d/b/a
Berkshire Hathaway Home Services Commonwealth Real Estate,
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:
Paul Fioretti
Commonwealth Realty Group, LLC
d/b/a Berkshire Hathaway Home
Services Commonwealth Real Estate
867 Main Street
Waltham, MA, 02451
Tel: (508) 810-0700
About Gabhaltais Teaghlaigh LLC
Gabhaltais Teaghlaigh, LLC, is a real estate rental company that
immediately prior to the petition date, owned 6 residential or
commercial properties.
Gabhaltais Teaghlaigh sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 22-10839) on June
15, 2022. In the petition filed by Virginia Hung, as member,
Gabaltais Teaghlaigh LLC listed under $50,000 in both assets and
liabilities.
The case is assigned to Judge Christopher J. Panos.
David G. Baker, at Baker Law Offices, is the Debtor's counsel.
GEORGIAN COURT: Moody's Alters Outlook on 'Ba2' Rating to Stable
----------------------------------------------------------------
Moody's Ratings has revised Georgian Court University, NJ's outlook
to stable from negative and affirmed the university's Ba2 issuer
and revenue bond ratings. The college had $21 million in
outstanding debt as of June 30, 2024.
The revision of the outlook to stable from negative is driven by
improving operating performance in fiscal 2025 and into fiscal 2026
that will materially reduce the size of operating deficits. Further
progress toward achieving breakeven results in fiscal 2026 and
additional proceeds from sales of campus real estate will support
wealth and liquidity as the university works to improve its market
position.
RATINGS RATIONALE
The affirmation of Georgian Court's Ba2 issuer rating is based on
its solid wealth and liquidity that will continue to provide
resources as the university manages through deep student market
challenges and strained revenue growth. Enrollment grew
incrementally in fall 2024 after five consecutive years of
declines. Further improvement in student demand will be dependent
on the successful execution of new senior leadership's strategic
program and marketing initiatives, which focus on growing
traditionally strong health sciences and caring profession
programs. The university's financial management team has
implemented expense control measures that have reduced deficit
operations in fiscal 2025, but future fiscal improvement will
depend on net tuition revenue growth given the university's heavy
reliance on student charges and small operating scale of $43
million.
Solid total cash and investments of $66 million and liquidity of
292 monthly days cash on hand in fiscal 2024 provides adequate
coverage of the university's low debt and resources to manage
through challenged student demand and unbalanced operations.
Maintenance of wealth and liquidity will be supported over the next
two years by planned sales of campus real estate, but the long-term
trajectory of Georgian Court's credit quality will depend on its
ability to rightsize operations and improve student demand.
The university's Ba2 revenue bond rating is based on the issuer
rating, the secured general obligation to pay debt service and
pledged mortgage of certain campus facilities to bondholders.
RATING OUTLOOK
The stable outlook is based on stable enrollment or incremental
growth in fall 2025 that supports continued improvement in
operating performance to near break-even results and a reduced
endowment draw in fiscal 2026. It is also based on expectation of
the successful execution of further real estate sales.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Material improvement of student demand that results in
enrollment and net tuition revenue growth
-- Sustained strengthening of operating performance driven by
tuition revenue growth and expense reductions, with progress toward
a return to near double digit EBIDA margins and over 1x annual debt
service coverage
-- Growth of wealth and liquidity, either from improved
philanthropic support or stronger operating performance, providing
for broader coverage of debt and expenses
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Failure to increase total cash and investments from real estate
sales as expected or erosion of the university's liquidity position
because of elevated draws on reserves
-- Further deterioration of student demand resulting in declining
enrollment and net tuition revenue
-- Inability to maintain progress toward improving operating
performance in fiscal 2026 and beyond
PROFILE
Georgian Court University is a small private, Catholic
not-for-profit university located in Lakewood, Ocean County, New
Jersey. In fiscal 2023, Georgian Court generated operating revenue
of $43 million and enrolled 1,563 full-time equivalent (FTE)
students as of fall 2024.
METHODOLOGY
The principal methodology used in these ratings was Higher
Education published in July 2024.
GLOBAL PARTNERS: Moody's Rates New Sr. Unsec. Notes Due 2033 'B1'
-----------------------------------------------------------------
Moody's Ratings assigned a B1 rating to Global Partners LP's
(Global) proposed senior unsecured notes due 2033. Global's other
ratings, including its Ba3 Corporate Family Rating, and stable
outlook remain unchanged.
Global will use the net proceeds from its proposed $400 million
senior notes due 2033 to refinance its $400 million in senior notes
due 2027. This refinancing transaction proactively extends the
company's debt maturity profile.
RATINGS RATIONALE
Global's senior unsecured notes are rated B1, one notch below the
CFR, due to their effective subordination to the company's senior
secured revolving credit and working capital facilities.
Global's Ba3 CFR reflects its extensive operating history and
vertically integrated refined products distribution system, while
acknowledging the risks associated with the MLP business model.
Global manages a large network of retail gasoline stations and
convenience stores, alongside a substantial wholesale fuel
distribution business with significant storage capacity at multiple
terminals. Primarily based in the Northeastern US, Global has
expanded beyond this region. Global has grown through both organic
means and acquisitions, achieving benefits from economies of scale.
Since December 2023, the company has invested over $500 million to
more than double its terminal network.
Global's SGL-2 rating reflects Moody's expectations that Global
will maintain good liquidity. Global has a $500 million revolving
credit facility and a working capital credit facility, the latter
with availability up to $1 billion or the borrowing base, whichever
is less. These facilities mature in March 2028. The proposed
refinancing of the notes due August 2027 will eliminate the
springing maturity 91 days before those notes mature. As of March
31, 2025, Global had $167 million drawn on its revolving credit
facility, $355 million on its working capital facility, and $64
million in letters of credit, with $7 million in cash. Moody's
expects the company to cover capital expenditures and distributions
with its cash flow from operations, subject to working capital
fluctuations. Credit agreement covenants include a minimum working
capital of $35 million, a minimum interest coverage ratio of 2.0x,
a maximum senior secured leverage ratio of 3.5x, and a maximum
total leverage ratio of 5.0x (or 5.5x for two full quarters after a
material acquisition). Amounts on the working capital facility are
excluded from debt calculations for these covenants. Moody's
expects Global to remain compliant with these covenants.
Global's stable outlook reflects Moody's expectations of consistent
operating performance and benefits from increased scale, while
maintaining supportive credit metrics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an upgrade include significant EBITDA
growth, debt/EBITDA sustained below 3.5x, and maintenance of
conservative financial policies.
Factors that could lead to a downgrade include debt/EBITDA over
4.5x for a sustained period, weakening liquidity, or more
aggressive financial policies.
Global, headquartered in Waltham, Massachusetts, is a publicly
traded MLP with an integrated refined products distribution system
comprising terminals, wholesale operations, retail gasoline
stations, and convenience stores. Global GP LLC, the general
partner, is controlled by the Slifka family, and as of March 31,
2025, affiliates of the general partner owned approximately 19% of
Global's limited partner interests.
The principal methodology used in this rating was Midstream Energy
published in February 2022.
GLOBAL TECHNOLOGIES: Launches Primecare Supply With Key Agreements
------------------------------------------------------------------
Global Technologies, LTD disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on May 19, 2025,
the Company executed a Revenue Share Agreement with a licensed
pharmaceutical supplier, enabling Primecare Supply, LLC, a wholly
owned subsidiary of the Company, to market a broad portfolio of
pharmaceutical products to medical spas, wellness clinics, and IV
therapy providers. Under the terms of the agreement, Primecare acts
as an independent reseller, retaining 75% of gross margin revenue
above the manufacturer's designated floor price, while the
pharmaceutical supplier retains the remaining 25%. The agreement
also outlines post-sale servicing obligations, FDA-compliant
marketing protocols, and a three-year continuation of revenue share
rights following termination, provided the agreement is not
terminated for cause.
Primecare was formed on October 22, 2024, as previously disclosed
within the Company's Quarterly Report on Form 10-Q for the period
ended September 30, 2024 as filed with the Securities and Exchange
Commission on November 12, 2024, to engage directly with medical
suppliers and provide advanced sales and advisory services to the
fast-growing medical spa, wellness clinic, and IV therapy markets.
Additionally, on May 28, 2025, Primecare entered into a Master
Licensing Agreement with an AI technology company to integrate
advanced digital ordering, compliance automation, and CRM
technologies into Primecare's commercial platform. The Agreement
includes a 24-month license term, a 2.5% platform fee on
transactions processed, and grants Primecare a non-exclusive,
non-transferable license to use the platform for marketing and
delivering services to end users. This integration is expected to
modernize Primecare's sales operations by enabling real-time data
visibility, streamlined onboarding, and scalable outreach across
its wellness-focused provider network.
These two agreements collectively mark a strategic milestone in the
formal launch of Primecare Supply, LLC, which officially commenced
sales operations on May 29, 2025.
About Global Technologies
Headquartered in Parsippany, NJ, Global Technologies, Ltd --
http://www.globaltechnologiesltd.info/-- is a multi-operational
company with a strong desire to drive transformative innovation and
sustainable growth across the technology and service sectors,
empowering businesses and communities through advanced, scalable
solutions that enhance connectivity, efficiency, and environmental
stewardship. The Company envisions a future where technology
seamlessly integrates into every aspect of life, improving the
quality of life and the health of the planet. The Company's vision
is to lead the industries it serves with groundbreaking initiatives
that set new standards in innovation, customer experience, and
corporate responsibility, thereby creating enduring value for all
shareholders.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor
since 2024, issued a “going concern” qualification in its
report dated Sept. 20, 2024, citing that the Company suffered an
accumulated deficit of $(166,666,296), and a negative working
capital of $(6,304,772). These matters raise substantial doubt
about the Company's ability to continue as a going concern.
As of Dec. 31, 2024, Global Technologies had $8.60 million in total
assets, $6.62 million in total liabilities, and $1.98 million in
total stockholders' equity.
GOOD LIFE: Seeks Subchapter V Bankruptcy in Oregon
--------------------------------------------------
On June 11, 2025, Good Life Inc. filed Chapter 11 protection in
the U.S. Bankruptcy Court for the District of Oregon. 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 Good Life Inc.
Good Life Inc. develops and sells ultrasonic bark control and pest
repellent products. The Company operates through its primary
e-commerce site, ultimatebarkcontrol.com, and is based in Medford,
Oregon. Its offerings include devices such as the Dog Silencer MAX,
BarkWise, and Pest Repeller Ultimate.
Good Life Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ore. Case No. 25-61636) on June 11,
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 Thomas M. Renn handles the case.
The Debtors are represented by Keith Y Boyd, Esq. at KEITH Y BOYD,
PC.
GRAHAM HOLDING: S&P Affirms 'BB' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating on
U.S.-based conglomerate Graham Holdings Co.
S&P also affirmed its 'BB' issue-level rating on the company's
senior unsecured debt. S&P's recovery rating on this debt remains
'3'.
The stable outlook reflects Graham's sizeable cash and investment
balance and strong free cash flow generation, which provides
financial flexibility to offset potential business headwinds over
the next 12 months despite leverage near the 3x downside
threshold.
Graham Holdings Co.'s trailing-eight-quarters S&P Global
Ratings-adjusted gross leverage will be about 2.9x in 2025, just
below the 3x threshold for the 'BB' rating.
While leverage could increase modestly above 3x due to an uncertain
macroeconomic environment, S&P believes a modest increase in
leverage would be temporary and the company's large cash and
investment balance would provide additional credit cushion.
Graham's sizeable cash and investment balances and strong free cash
flow generation provide additional credit cushion to offset
potential business headwinds despite leverage currently being near
the 3x downside threshold. S&P said, "We expect Graham to generate
about $146 million of reported free cash flow in 2025, increasing
to around $224 million in 2026, as the company benefits from
political advertising in an election year. Positive cash flow
generation and its sizable cash and short-term investment balance
of $1.1 billion (as of March 31, 2025) provides the company
additional credit support if any of its businesses underperform
over the next 12 months amid an uncertain economic environment. We
expect the company's free operating cash flow (FOCF) to debt
coverage to be about 15% in 2025 and 21% in 2026."
S&P said, "We expect S&P Global Ratings-adjusted gross leverage to
slightly improve to 2.9x in 2025 and 2.8x in 2026, from 3x in 2024,
primarily due to low-single-digit EBITDA (calculated on a
trailing-eight-quarters basis to large swings in political revenue)
growth in each of the next two years. We believe EBITDA growth is
driven mainly by the company's education and healthcare businesses,
offsetting declines in its broadcast business (about 40% of
two-year average EBITDA, excluding losses from other businesses and
intersegment eliminations) due to declining retransmission and core
advertising revenue from subscriber attrition."
Graham's business lines (television, education, manufacturing,
healthcare, automotive, and other) provide some, although limited
diversification benefits. In a period of a slower and uncertain
macroeconomic environment, S&P believes growth across the
businesses would likely slow down as they are all somewhat
dependent on growth in consumer spending. If economic conditions
deteriorate or stagnate beyond our current expectations, the
company's revenue and EBITDA generation will likely be much weaker
than its current forecast.
S&P said, "We estimate a 5% decline in our forecasted EBITDA over
the next 12 months would push company leverage to about the 3x
downgrade threshold, although we would still expect modest
deleveraging over time. Our ratings tolerance for leverage
increasing above 3x would depend on our assessment of the company's
near-term path to reduce leverage below 3x based on our view of
macroeconomic and sector trends and the company's willingness to
use excess liquidity to repay debt."
Graham's S&P Global Ratings-adjusted debt has increased due to its
track record of debt funded acquisitions, and increasing redeemable
noncontrolling interests. Graham has shown a more aggressive
financial policy over the past several years by raising new debt
and using its revolving credit facility to help fund acquisitions
and business growth, primarily in its automotive and healthcare
segments, despite its large cash and short-term investment
balances. Although, the company has at times repaid a portion of
its revolver following borrowings.
S&P Global Ratings-adjusted debt has also increased as the value of
the company's redeemable noncontrolling interest has been
increasing over the last several years due to strong growth in the
company's healthcare business. S&P said, "We note, Graham recently
reduced the value of its redeemable noncontrolling interest by $205
million through a negotiated settlement with the interest holders.
However, it did so by primarily drawing on its revolving credit
facility, yielding limited deleveraging. We could lower the rating
if leverage increases above 3x due to debt-funded acquisitions,
shareholder returns, or further increases in the company's
redeemable noncontrolling interests."
The stable outlook reflects Graham's sizeable cash and investment
balance and strong free cash flow generation, which provides
financial flexibility to offset potential business headwinds over
the next 12 months despite leverage near the 3x downside
threshold.
S&P could lower its rating on Graham if S&P expects the company's
leverage will exceed 3x on a sustained basis. This could occur if:
-- The company makes large debt-financed acquisitions or
shareholder returns;
-- The value of its redeemable noncontrolling interest increases;
or
-- Operating performance across the company's business lines
declines due to increased macroeconomic pressures and S&P believes
the company will not use excess liquidity to reduce its debt or it
does not have a near-term path for reducing leverage through EBITDA
growth.
S&P could raise the rating on Graham if leverage declines below
2.5x on a sustained basis. This could occur if:
-- The company increases its revenue base and optimizes its cost
structure; and
-- It uses excess cash flow to reduce its outstanding debt.
GREENWICH RETAIL: Seeks Chapter 11 Bankruptcy in New York
---------------------------------------------------------
On June 9, 2025, Greenwich Retail Group 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 50 and 99 creditors. The petition states funds will be available
to unsecured creditors.
About Greenwich Retail Group LLC
Greenwich Retail Group LLC operates retail clothing stores under
brands including Everafter, which focuses on children's and teen
apparel, and The Westside, a women's fashion boutique.
Greenwich Retail Group LLCsought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-11295) on June 9,
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 Debtors are represented by Robert L. Rattet, Esq. at DAVIDOFF
HUTCHER & CITRON LLP.
GRETNA PLUMBING: Gets Court OK to Use Cash Collateral Until July 9
------------------------------------------------------------------
Gretna Plumbing and Drain, LLC got the green light from the U.S.
Bankruptcy Court for the District of Nebraska to use its secured
creditors' cash collateral.
The court's order authorized the Debtor's interim use of cash
collateral from June 5 to July 9 in accordance with its budget.
As protection, the secured creditors' respective security interests
will attach to the Debtor's post-petition cash collateral to the
same extent, validity and priority as they respectively had in the
cash collateral on the petition date.
The final hearing is set for July 9.
The Debtor needs to use cash collateral to fund ongoing operations,
pay employees, service debt, and support its reorganization
efforts.
The Debtor's assets, including cash collateral, are subject to
security interests held by Northeast Bank (the primary secured
lender with an $80,000 balance on a loan originally issued in
2017), the U.S. Small Business Administration (holding a $500,000
EIDL loan), and various merchant cash advance (MCA) lenders. These
MCA lenders include Rapid Finance, Legend Advance, Iruka Capital,
Everest Business Funding, Parkview Advance, Zahav Asset Management,
Barclays Advance, and G&G Funding Group, who collectively hold
claims secured by interests in the Debtor’s accounts receivable
and deposit accounts.
The Debtor acknowledges their perfected interests and proposes to
provide them with adequate protection in the form of replacement
liens on post-petition cash collateral, limited to the extent of
any diminution in the value of their prepetition collateral. In
addition, Northeast Bank will receive regular payments on its loan,
and all prepetition agreements will remain in effect.
Some other creditors—LSP Corporate Services, The Citrus Group,
and Oak Capital—assert interests in cash collateral, but the
Debtor contends their security interests are not perfected and
therefore they are not entitled to adequate protection under 11 USC
Section 363. The Debtor emphasizes that access to cash collateral
is essential to continue its business operations, maintain vendor
and employee relationships, pay court-approved professional fees,
and avoid immediate and irreparable harm to the estate.
About Gretna Plumbing and Drain LLC
Gretna Plumbing and Drain, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Neb. Case No. 25-80549) on
June 5, 2025. In the petition signed by John August Ellis,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Lauren Goodman, Esq., at McGrath North, represents the Debtor as
legal counsel.
HARVEST SHERWOOD: Hires Cadwalader Wickersham as Special Counsel
----------------------------------------------------------------
Harvest Sherwood Food Distributors, Inc. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Cadwalader, Wickersham & Taft LLP as special
counsel.
The services Cadwalader has rendered, and may be required to render
are:
a. Chicken Litigation: Engaged to represent certain of the
Debtors and their affiliates in connection with the Debtors' claims
in In re Broiler Chicken Antitrust Litigation(the "Chicken
Litigation"); and
b. Pork/Beef Litigations: Engaged to represent certain of the
Debtors and their affiliates in connection with the Debtors' claims
in In re Pork Antitrust Litigation and In re Beef Antitrust
Litigation (the "Pork/Beef Litigations").
The firm will receive these fees:
a. Chicken Engagement Letter
i. The fees for Cadwalader's services pursuant to the
Chicken Engagement Letter will be twenty percent (20%) of the gross
sum recovered by Cadwalader on behalf of the Debtors, by settlement
or judgment, before deduction of any costs or disbursements.
ii. If the Chicken Litigation is settled, in whole or in
part, by the Debtors' receipt of anything of value other than cash,
Cadwalader shall be entitled to receive, at its option, payment in
cash of the applicable contingent percentage set forth above of (1)
the present value of any noncash consideration plus (2) any cash
received upon settlement.
iii. Cadwalader agrees to pay all costs and expenses of the
Chicken Litigation and shall be entitled to obtain payment and
reimbursement of all expenses and costs incurred through the date
of each settlement or judgment from the settlement or judgment in
accordance with the following:
1. to the extent any costs or expenses are attributable
exclusively to the Debtors' action, such costs or expenses shall be
reimbursed in full from the Debtors' recovery; and
2. to the extent any costs or expenses are common across
Cadwalader's clients in this matter, a pro rata portion of such
common costs and expenses shall be reimbursed from the Debtors'
recovery on a reasonable basis of proportionate allocation.
b. Pork/Beef Engagement Letter
i. The fees for Cadwalader's services pursuant to the
Pork/Beef Engagement Letter will be 17 percent of the gross sum
recovered by Cadwalader on behalf of the Debtors, by settlement or
judgment, before deduction of any costs or disbursements.
ii. If either of the Pork/Beef Litigations is settled, in
whole or in part, by the Debtors' receipt of anything of value
other than cash, Cadwalader shall be entitled to receive, at its
option, payment in cash of the applicable contingent percentage set
forth above of (1) the present value of any noncash consideration
plus (2) any cash received upon settlement.
iii. Cadwalader agrees to pay all costs and expenses of the
Pork/Beef Litigations and, with respect to each of the Pork/Beef
Litigations, shall be entitled to obtain payment and reimbursement
of all expenses and costs incurred through the date of each
settlement or judgment from the settlement or judgment in
accordance with the following:
1. to the extent any costs or expenses are attributable
exclusively to the Debtors' action, such costs or expenses shall be
reimbursed in full from the Debtors' recovery; and
2. to the extent any costs or expenses are common across
Cadwalader's clients in this matter, a pro rata portion of such
common costs and expenses shall be reimbursed from the Debtors'
recovery on a reasonable basis of proportionate allocation.
As disclosed in the court filings, Cadwalader, Wickersham & Taft
LLP does not represent or hold any interest adverse to the debtor
or to the estate with respect to the matter on which it is to be
employed.
The firm can be reached through:
Philip J. Iovieno, Esq.
Cadwalader, Wickersham & Taft LLP
200 Liberty Street
New York, NY 10281
Tel. (212) 504-6868
Email: philip.iovieno@cwt.com
About Harvest Sherwood Food Distributors
Harvest Sherwood Food Distributors, Inc. and its affiliates sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Case No. 25-80109) on May 5, 2025, listing up to $10 billion
in assets and up to $1 billion in liabilities.
The Debtors tapped Sidley Austin LLP as counsel and Epiq Corporate
Restructuring, LLC as claims, noticing, and solicitation agent.
HARVEST SHERWOOD: Seeks to Hire Eric Kaup of Hilco as CRO
---------------------------------------------------------
Harvest Sherwood Food Distributors, Inc. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Hilco Commercial Industrial, LLC and Hilco
Receivables, LLC, to provide restructuring management services and
designate Eric Kaup as chief restructuring officer.
The firm will provide these services:
CRO Services:
a. perform general due diligence on the Debtors in order to
gain an understanding of the Debtors, capital structure, assets,
contractual commitments and current situation;
b. review the Debtors' financial forecasts and, to the extent
necessary, assist in updating or refining such plans and forecasts
to take into account various scenarios to pressure test the plans
in connection with the Winddown;
c. together with the Debtors' legal and financial advisors,
assist the Debtors in developing and evaluating various in-court
and out-of-court alternatives and its formulation of a strategic
plan (the "Winddown Plan"), which Winddown Plan will evaluate asset
disposition strategies and the Debtors' capital needs and will
include Hilco's recommendations as to the Debtors' strategic
alternatives for maximizing the potential recoveries available for
the Debtors' stakeholders;
d. assist the Debtors with executing on any out-of-court asset
dispositions and other value-maximizing efforts;
e. assist the Debtors in contingency planning and preparations
to implement the Winddown Plan in any in-court restructuring the
Debtors determine to pursue, as may be reasonably requested by the
Debtors;
f. provide Eric Kaup to serve as Chief Restructuring Officer
of the Debtors;
g. provide additional resources and employees as may be
required or necessary, in each case as reasonably determined by the
Board, for the implementation of any chapter 11 plan, and provide
any such other services that are reasonably requested by the Board
to effectuate an orderly wind down and dissolution of the Debtors;
and
h. perform such other tasks as appropriate as may reasonably
be requested by the Debtors' management or counsel.
AMA Services
a. M&E Services: In connection with the marketing and sale of
certain of the Debtors' machinery and equipment (the "M&E"), Hilco
will:
i. develop an advertising and marketing plan for the sale
of the M&E;
ii. implement the advertising and marketing plan as deemed
necessary or appropriate by Hilco to maximize the net recovery on
the M&E;
iii. prepare for the sale of the M&E, including gathering
specifications and photographs for pictorial brochures and
organizing the M&E in a manner, which in Hilco's judgment would be
designed to enhance the net recovery on the M&E;
iv. provide fully qualified and experienced personnel who
will prepare for and sell the M&E in accordance with the terms of
the AMA;
v. sell the M&E for cash or other immediately available
funds on an "AS IS," "WHERE IS" basis and in accordance with the
terms of the AMA;
vi. charge and collect on behalf of the Debtors from all
purchasers any purchase price together with all applicable taxes in
connection therewith;
vii. deposit all collected Gross Proceeds (as defined in the
AMA) into a separate account maintained by Hilco and remit such
proceeds to the Administrative Agent for the Debtors by
transferring them to the Client Account (less any amounts due to
Hilco under the terms of the AMA unless waived in accordance with
the terms thereof) within fourteen (14) days after the sale of each
M&E asset; and
viii. submit an initial sales report to the Debtors within
fourteen (14) days after the sale of the M&E and a final complete
sales report to the Debtors within fourteen days after the end of
the Term.
b. Inventory Services: Hilco will assist the Debtors, using
the Company Infrastructure, in the marketing and sale of the
Inventory, optimizing the Gross Proceeds while minimizing the
associated expense to the Debtors;
c. Receivables Services: In connection with the collection and
servicing of the Receivables (as defined in the AMA), Hilco will:
i. in consultation with the Debtors, collect, service, and
otherwise resolve the Receivables on the Debtors' behalf and in
otherwise compliance with applicable law;
ii. in consultation with the Debtors, direct the obligors on
the Receivables to make payment to Hilco, as agent for the
Debtors;
iii. have the authority, without any further act or consent
of the Debtors, to collect, service, settle, and otherwise resolve
the Receivables in accordance with the following settlement
parameters: ninety percent (90%) of the original placed balance
(the "Settlement Parameters"), and absent the Debtors' prior
written (including email) consent, Hilco shall not settle or
otherwise resolve any Receivables outside of the Settlement
Parameters;
iv. (a) receive cash, drafts, checks, wire transfers, credit
cards, and money orders on account or in satisfaction of the
Receivables; and
(b) endorse and negotiate any of the foregoing received
by Hilco, as the agent for the Debtors; and
v. upon receipt of the Debtors' written (including email)
request, Hilco shall provide an electronic report to the Debtors
that specifies, for each Receivables account placed with Hilco, (a)
the action or actions taken by Hilco, (b) the results, if any,
obtained as of such date, and (c) the current status.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Eric Kaup
Hilco Real Estate, LLC
5 Revere Drive, Suite 206
Northbrook, IL 60062
Email: ekaup@hilcoglobal.com
About Harvest Sherwood Food Distributors
Harvest Sherwood Food Distributors, Inc. and its affiliates sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Case No. 25-80109) on May 5, 2025, listing up to $10 billion
in assets and up to $1 billion in liabilities.
The Debtors tapped Sidley Austin LLP as counsel and Epiq Corporate
Restructuring, LLC as claims, noticing, and solicitation agent.
HARVEST SHERWOOD: Seeks to Hire Meru LLC as Financial Advisor
-------------------------------------------------------------
Harvest Sherwood Food Distributors, Inc. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Meru, LLC as its financial advisor.
The firm will render these services:
(a) maintain the Debtors' existing 13-week cash flow forecast,
including preparing weekly and cumulative variance analyses;
(b) oversee and implement (as needed) cash management controls
including A/R and A/P;
(c) assist with chapter 11 preparation and administration;
(d) assist with the orderly liquidation of the Debtors'
remaining assets and liabilities;
(e) assist and/or manage, as appropriate, communications
and/or negotiations with outside stakeholders; and
(f) provide other services as requested or directed by the
Independent Director and agreed to by MERU.
The firm will be paid at these hourly rates:
Partners / Managing Partners $900 to $1050
Senior Directors / Managing Directors $700 to $900
Vice Presidents / Directors $550 to $700
Analysts / Associates $300 to $500
MERU received $100,000 as a retainer.
Samir Saleem, managing partner of MERU LLC, disclosed in a court
filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Samir Saleem
Meru, LLC
1175 Peachtree Street, N.E.
Building 100, Suite 1000
Atlanta, GA 30361
Tel: (404) 452-5802
Email: samir@wearemeru.com
About Harvest Sherwood Food Distributors
Harvest Sherwood Food Distributors, Inc. and its affiliates sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Case No. 25-80109) on May 5, 2025, listing up to $10 billion
in assets and up to $1 billion in liabilities.
The Debtors tapped Sidley Austin LLP as counsel and Epiq Corporate
Restructuring, LLC as claims, noticing, and solicitation agent.
HARVEST SHERWOOD: Seeks to Hire Sidley Austin LLP as Attorney
-------------------------------------------------------------
Harvest Sherwood Food Distributors, Inc. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Sidley Austin LLP as their attorneys.
The firm will render these services:
a. provide legal advice with respect to the Debtors' powers
and duties as debtors in possession in the continued operation of
the Debtors' business;
b. take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of actions commenced against the
Debtors, the negotiation of disputes in which the Debtors are
involved, and the preparation of objections, as necessary, to
relief sought and claims filed against the Debtors' estates;
c. prepare on behalf of the Debtors, as debtors in possession,
all necessary motions, applications, answers, orders, reports, and
other court filings and papers in connection with the
administration of the Debtors' estates;
d. advise the Debtors concerning, and prepare responses to,
applications, motions, other pleadings, notices, and other papers
that may be filed by other parties in these chapter 11 cases;
e. attend meetings and negotiate with representatives of
creditors and other parties in interest, attend court hearings, and
advise the Debtors on the conduct of their chapter 11 cases;
f. together with Meru and Hilco, advise, negotiate, and assist
with any sale or other disposition of the Debtors' assets;
g. prepare and refine on behalf of the Debtors a chapter 11
plan, disclosure statement, and/or all related agreements and
documents necessary to facilitate an exit from these chapter 11
cases, take appropriate action on behalf of the Debtors to obtain
confirmation of such plan, and take such further actions as may be
required in connection with the implementation of such plan;
h. provide legal advice and perform legal services with
respect to matters relating to corporate governance, the
interpretation, application or amendment of the Debtors'
organizational documents, material contracts, and matters involving
the Debtors with their officers, directors, and managers;
i. provide legal advice and legal services with respect to
litigation, tax, and other general legal issues for the Debtors to
the extent requested by the Debtors; and
j. perform all other necessary legal services in connection
with the prosecution of these chapter 11 cases.
The firm will be paid at these hourly rates:
Attorneys $830 to $2,610
Paraprofessionals $470 to $665
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the firm received an advance retainer
of $250,000 from the Debtors.
Anthony Grossi, Esq., a partner at Sidley Austin, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Anthony Grossi, Esq.
Sidley Austin LLP
2021 McKinney Avenue Suite 2000
Dallas, TX 75201
Telephone: (214) 981-3300
Facsimile: (214) 981-3400
About Harvest Sherwood Food Distributors
Harvest Sherwood Food Distributors, Inc. and its affiliates sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Case No. 25-80109) on May 5, 2025, listing up to $10 billion
in assets and up to $1 billion in liabilities.
The Debtors tapped Sidley Austin LLP as counsel and Epiq Corporate
Restructuring, LLC as claims, noticing, and solicitation agent.
HERITAGE GRILLE: Gets Court OK to Use Cash Collateral Until June 30
-------------------------------------------------------------------
The Heritage Grille, LLC got the green light from the U.S.
Bankruptcy Court for the Eastern District of North Carolina,
Raleigh Division, to use cash collateral.
The court's order authorized the Debtor's interim use of cash
collateral to pay its operating expenses for the period from May 30
to June 30.
Several creditors, including Gulf Coast Bank & Trust, the U.S.
Small Business Administration, and others, hold potential interests
in the cash collateral.
Each of these creditors will have a continuing post-petition lien
on and security interest in all property of the Debtor and the
proceeds thereof, with the same priority as its pre-bankruptcy
lien.
As further protection, the secured creditors may seek
administrative claims in case their interests are inadequately
protected.
The next hearing is set for July 1.
The Debtor owns two restaurants in Wake Forest, North Carolina --
Real McCoy's and The Heritage Grille & Wine Barrel -- and is
experiencing financial distress due to mounting operational costs
and debt, especially from SBA loans used to open the second
restaurant.
The Debtor said it needs immediate access to its funds, which
include cash on hand and revenue from ongoing restaurant
operations, in order to cover essential business expenses.
About Heritage Grille & Wine Bar
Heritage Grille & Wine Bar, LLC, doing business as The Heritage
Grille & Wine Barrel, is a fine dining restaurant based in Wake
Forest, North Carolina. It serves French-inspired cuisine and
offers a curated wine selection. The establishment includes a
formal dining room, a speakeasy-style bar, and a bottle shop.
Heritage Grille & Wine Bar sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No.
25-02019) on June 2, 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 David M. Warren handles the case.
The Debtor is represented by Joseph Z. Frost, Esq., at Buckmiller &
Frost, PLLC.
HOLY REDEEMER: Fitch Lowers IDR to 'B+', On Watch Negative
----------------------------------------------------------
Fitch Ratings has downgraded Holy Redeemer Health System, PA's (RH)
Issuer Default Rating (IDR) to 'B+' from 'BB-'. Fitch has also
downgraded the revenue bonds issued by Montgomery County Higher
Education & Health Authority on behalf of RH to 'B+' from 'BB-'.
Fitch has placed RH's ratings on Rating Watch Negative.
Entity/Debt Rating Prior
----------- ------ -----
Holy Redeemer
Health System (PA) LT IDR B+ Downgrade BB-
Holy Redeemer
Health System
(PA) /General
Revenues/1 LT LT B+ Downgrade BB-
The downgrade of RH's ratings reflects ongoing operating pressures,
with deficit operations continuing year-to-date in FY 2025 despite
ongoing improvement initiatives that are beginning to yield
results. Over the past five years, the system's financial profile
has been strained by numerous challenges, including declining
volume, staffing shortages, record-high labor costs, inflation, and
investment market volatility. The senior living division has
struggled meaningfully improve occupancy across all levels of care
and has faced inadequate reimbursement and staffing levels.
The obligated group was not in compliance with their debt service
requirements in FY 2024, and management engaged a consultant who
assisted with in the development of an improvement plan. These
initiatives have been implemented over the past several months.
While total losses have not widened compared to the same period in
the prior year and savings and revenue enhancements from these
implementations are exceeding projections, overall performance
remains weak. The outlook for improved performance in the near term
remains uncertain, highlighting ongoing challenges despite efforts
to enhance operational efficiency.
Over the past five years, liquidity had been declining trend, but
this trend has slowed in 2025, partly due to asset sales and
capital preservation. Maintenance of the current rating will depend
on the extent of operating improvements in fiscal 2026 and the
continued stabilization of liquidity.
The Rating Watch Negative reflects the possibility that RH will
violate the debt service covenant under the Master Trust Indenture
for the second consecutive year, which could trigger debt
acceleration. Resolving the Rating Watch will depend on RH
successfully meeting its debt service requirement by the end of the
fiscal year 2025. Failure to meet the required debt service
covenant could lead to additional rating pressure.
Management plans to exercise an alternative coverage calculation
available under the MTI, which has been used previously, and that
Fitch believes indicates additional stress. A payment that is 25%
or more of the principal due, may be viewed as a balloon payment,
and debt service will then be recalculated on a level debt service
schedule.
SECURITY
Debt payments are secured by a pledge of the gross receipts of the
obligated group, a mortgage on Holy Redeemer Hospital and Medical
Center (HRHMC) and a debt service reserve fund.
KEY RATING DRIVERS
Revenue Defensibility - 'bb'
Competitive Market; Solid Payor Mix
RH's payor mix has moderate concentration of Medicaid and self-pay,
accounting for just over 24% of gross revenue YTD as of March 31,
2025. The payor mix partially reflects its location in Montgomery
County, which has favorable demographics. The system also benefits
from its diversified revenue stream, which comprises the entire
spectrum of inpatient and outpatient services, including acute
care, long-term care, residential care/services, senior living and
home health and hospice care in Pennsylvania and New Jersey.
RH also has collaborative relationships with other providers in the
region. These types of partnership remain a key strategy for RH and
offset some of the revenue defensibility challenges originating
from its position as a smaller, independent provider. Management
has also made strides in physician recruitment recently to address
system-wide needs, which should gradually increase volume. RH's
modest 12.2% market share (hospital only - based on 2023 market
share) has been relatively stable over the past three years.
The senior care division's occupancy levels have not returned to
pre-pandemic levels across the care continuum and have fluctuated
over the last several years. At Lafayette Redeemer, which maintains
226 independent living units, occupancy was 65% as of March 31,
2025, compared with 70.2% at the same time last year. Personal care
units have stabilized above 80%, while skilled nursing beds
continue to experience lower than expected occupancy at 53.2% as of
March 31, 2025.
Management is focused on growing short-term stay rehab capacity.
Fitch views this decision favorably, as it addresses the growing
need for post-acute care in the market and has relatively favorable
reimbursement. Volume for Home Health and Hospice is lower due to
the sale of several New Jersey assets late in calendar year 2024,
which is part of a larger strategy to divest non-core assets.
Operating Risk - 'b'
Operating Challenges Continue
Fitch considers RH's operating risk profile assessment 'weak' based
on the system's trend of operating losses and because operating
EBITDA is likely to remain below 5% for the foreseeable future.
Through the nine-month interim period ended March 31, 2025, RH
reported a $33 million operating loss and a negative 4.1% operating
EBITDA margin, which includes approximately $6 million of one-time
expenses related to severance and discontinued operations. The
reported year-to-date 2025 performance is similar to the same
period last year, when RH generated a $34 million loss and a
negative 4% operating EBITDA margin.
Management continues to evaluate its cost structure while
implementing recommendations made by its consultants. Through April
2025, RH has realized $18.7 million from these initiatives,
exceeding the full-year projection of $13.1 million. The
initiatives include $4.4 million related to workforce reductions,
$6.5 million from improved reimbursement under managed care
arrangements related to COLA adjustments, $2.4 million from the
improvement of clinical documentation and other non-labor
workstreams, and $3.6 million related to the closure of home care
operations. Approximately $24.3 million in target improvements
remain, encompassing several labor and non-labor initiatives. These
include renegotiations of managed care contracts, continued
optimization of the revenue cycle, and service line improvements,
among other areas of focus.
Fitch expects operations to remain under pressure in the near term,
though to a lesser extent as RH continues to realize the benefits
of its improvement plan. Over the medium term, the operating
cadence will hinge on management's ability to stabilize the
provider network and senior care assets. Furthermore, the continued
success of the monetization of non-core assets should contribute to
additional flexibility. Management expects the current initiatives
to result in a break-even operating run rate by mid-year, fiscal
2026. However, Fitch believes this could be difficult to achieve
given the challenges RH is facing, combined with sector headwinds.
RH's capital spending has been modest in recent years as the system
managed through operating challenges. The capital spending ratio
averaged 65% in the last three fiscal years contributing to an
elevated average age of plant of 17.7 years. Routine capital will
continue to be the main focus in the near term.
Financial Profile - 'bb'
Stabilized but Lower Liquidity
RH's financial profile is weak. Liquidity seems to have stabilized
following several years of weakening. As of fiscal 2024,
unrestricted liquidity was an adequate $115 million which
translated into cash- to-adjusted debt, of 80% equated to 89.2 days
cash on hand. Through March 31, 2025, unrestricted reserves totaled
$113.4 equal to 89.4 days cash on hand.
RH has some exposure to a frozen defined benefit (DB) pension plan.
The DB plan was frozen on Dec. 31, 2017, and was 78% funded at
fiscal YE 2024, relative to a projected benefit obligation of $128
million. Fitch includes the portion of the pension that is funded
below 80% when calculating RH's total adjusted debt. This
translates into a debt equivalent of $2.6 million as of fiscal YE
2024.
Fitch's forward outlook anticipates RHS will continue to incur
operating losses through fiscal 2027 (including non-recurring
items), with an improvement to breakeven levels by fiscal 2028,
followed by modest operating EBITDA margins. Balance sheet
resources relative to adjusted debt are expected to remain flat, as
capital spending is projected to stay below depreciation.
Asymmetric Additional Risk Considerations
No asymmetric additional risk considerations are relevant to the
rating.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A declared event of default under the MTI;
- Failure to show meaningful improvement in operating margins;
- Weaker balance sheet metrics, particularly any material
deterioration of liquidity.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The rating would be removed from Rating Watch Negative if RH is
in compliance with its debt service covenant in FY 2025.
Assigning a Stable Outlook would be based on material and
consistent improvement in operating EBITDA margins combined with
stable liquidity metrics.
PROFILE
RH's obligated group consists of:
- HRHMC, a 239 licensed-bed (163 staffed) acute care hospital in
Meadowbrook, PA, approximately 20 miles from downtown
Philadelphia;
- St. Joseph Manor, a 63-unit assisted living (AL) facility and a
296-bed skilled nursing facility (SNF);
- Lafayette Redeemer, a Type C (fee for service) continuing care
retirement community (CCRC), with 240 independent living units
(ILUs), 56 AL beds and 120 SNF beds;
- Hospice and home care operations in Pennsylvania;
- HR Physician Services.
The obligated group represents approximately 81% of total system
revenues and 71% of total system assets, with the acute care
hospital representing 43% the system's revenues. The consolidated
system includes a number of non-obligated entities, including home
care agencies and senior living facilities. In fiscal 2024, the
consolidated system had $442.4 million of total revenues.
The management team has undergone a complete transformation with
the introduction of new leadership and strategic direction. This
shift marks a departure from the previous leadership's approach, as
the new team is placing a closer focus on core services. By
concentrating on these areas, management aims to enhance
operational efficiency and drive growth. While Fitch views the
change in leadership favorably, Fitch will closely monitor the
track record of improved operating performance to assess whether
these strategies are beneficial for the organization.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
data from DIVER by Solve.
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.
HORSEY DENISON: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
Horsey Denison Landscaping LLC and affiliates ask the U.S.
Bankruptcy Court for the District of Maryland, Greenbelt Division,
for authority to use cash collateral and provide adequate
protection.
The Debtors' operations are primarily based in Fort Washington,
Maryland, and they are all owned or controlled by Horsey Denison
Landscaping, LLC. A prior legal dispute with Donna Denison, the
former owner of several Debtors, led to a Temporary Restraining
Order restricting use of the Debtors' assets. The TRO significantly
impeded operations and contributed to the bankruptcy filings. The
Debtors believe reorganization will maximize their value and
benefit creditors.
First National Bank of Pennsylvania is the senior secured creditor
with over $10.8 million in debt and a blanket lien on nearly all
assets, including cash. Donna Denison holds a second-priority lien
for a $6 million loan arising from the sale of the businesses to HD
Landscaping. Her lien is subordinated to FNB's through a formal
subordination agreement.
Additional secured creditors include LinkBank, which holds liens
through three loans totaling over $1 million, and surety companies
with claims related to bonded contract funds. The Debtors argue
that aside from these parties, no other liens on cash collateral
exist.
The Debtors need to use cash collateral to pay necessary expenses
such as payroll, taxes, and insurance during a 90-day interim
period, followed by an additional 90-day period subject to renewal.
This is essential for maintaining operations and preserving asset
value. The Debtors offer adequate protection to secured creditors,
including replacement liens and budget oversight. They argue that
the court has the authority to approve this use despite the
existing TRO and that doing so is in the best interest of all
stakeholders.
A copy of the motion is available at https://urlcurt.com/u?l=3hE0rc
from PacerMonitor.com.
About Horsey Denison Landscaping
Horsey Denison Landscaping LLC is a landscaping company based in
Fort Washington, Maryland. It provides design and build services
such as landscape installation, hardscaping, low-voltage lighting,
and irrigation. Horsey Denison fully owns Denison Farms LLC, also
formed in 2021, and Denison Landscaping Inc., a corporation
established in 1990. The Company is affiliated with Horsey Denison
Properties LLC, a Delaware-based entity co-owned equally by Robert
E. Horsey and David W. Horsey.
Horsey Denison Landscaping LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Md. Case No.25-14103) on May 6,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by Paul Sweeney, Esq. at YVS LAW, LLC.
First National Bank of Pennsylvania, as secured creditor, is
represented by:
David V. Fontana, Esq.
Gebhardt & Smith LLP
One South Street, Suite 2200
Baltimore, Maryland 21202
Tel: 410-385-5053
Fax: 443-957-1832
Email: dfont@gebsmith.com
HORSEY DENISON: Seeks to Sell Landscaping Asset at Multiple Auction
-------------------------------------------------------------------
Horsey Denison Landscaping LLC and its affiliates, seek permission
from the U.S. Bankruptcy Court for the District of Maryland,
Greenbelt Division, to sell surplus Assets via multiple auctions,
free and clear of liens, claims, and encumbrances.
The Debtor is a Maryland limited liability company formed in
September 2021 with its headquarters located in Fort Washington,
Maryland. Robert E. Horsey and David W. Horsey are each 50% members
of HD Landscaping. HD Landscaping is the 100% owner of Denison
Farms, Denison Landscaping and Denison Nursery. Denison Farms is a
Maryland limited liability company formed in April 2010 with its
headquarters located in Fort Washington, Maryland. Denison
Landscaping is a Maryland corporation formed in February 1990 with
its headquarters located in Fort Washington, Maryland. HD
Properties is a Delaware limited liability company formed in July
2021 with its headquarters located in Fort Washington, Maryland.
Robert E. Horsey and David W. Horsey are each 50% members of HD
Properties. Denison Nursery is a Maryland corporation formed in
April 1982 with its headquarters located in Fort Washington,
Maryland.
The Debtors' operations include providing landscaping and nursery
services to commercial customers. The Debtor has significantly
reduced its staff and ceased certain services. As such, the Debtors
have various vehicles, trailers, equipment and other personal
property they no longer use or need for their future operations.
The Debtors have determined that requesting Court approval for the
sale of a substantial portion of their vehicles, trailers,
equipment, and other personal property through live auctions
conducted by J.G. Cochran Auctioneers & Associates, Ltd. will help
to maximize value to all creditors of the Debtors' estates.
The Debtors have selected Cochran because it has significant
experience and knowledge regarding auctions, including substantial
experience in connection with the sale of vehicles, trailers and
equipment, which comprises the large majority of the Assets.
Each of the Auctions will include a live auction on-site and will
also allow potential buyers from around the world to bid at the
Auctions online. The proposed Auctions of the Assets will be
unreserved, such that there will be no minimum purchase price
required for a sale to occur.
The Debtors will compensate Cochran with a 6% commission on the
aggregate gross sales derived from the Auctions.
Cochran will also apply a 10% buyer's premium to all purchases,
except for secured creditors. Secured creditors that credit bid
with respect to their collateral, will be required to pay the 6%
commission to Cochran, but not the 10% buyer's premium.
Multiple creditors maintain liens against the assets of the
Debtors. The Debtors have reviewed UCC lien searches through Harbor
City Research, Inc. for the Debtors.
The lienholder of the Assets is First National Bank of
Pennsylvania. In addition to liens listed on titles, there are four
vehicles and one trailer currently held at Allegheny Ford, Bayside
Auto Group, Jim Shorkey Auto Group and J&S Trailers, which may
assert mechanic’s liens on these vehicles/trailer.
Finally, certain taxing authorities may assert tax liens against
the Debtors such as the Prince George's County, Maryland.
At least a substantial portion of the Assets constitute collateral
for the Secured Creditors. The Debtors propose that any such liens
will attach to the proceeds of the Auctions without any change in
actual priority.
The Auctions will be nationally and internationally advertised,
which is likely to maximize the net sales proceeds.
The Debtors propose to give at least 14 days notice regarding each
of the Auctions to be conducted and to sell the Assets free and
clear of all liens, claims, interests, and encumbrances, with all
such liens, claims, interests, and encumbrances attaching to the
net proceeds of such sale with the same validity, extent, and
priority.
About Horsey Denison Landscaping LLC
Horsey Denison Landscaping LLC is a landscaping company based in
Fort Washington, Maryland. It provides design and build services
such as landscape installation, hardscaping, low-voltage lighting,
and irrigation. Horsey Denison fully owns Denison Farms LLC, also
formed in 2021, and Denison Landscaping Inc., a corporation
established in 1990. The Company is affiliated with Horsey Denison
Properties LLC, a Delaware-based entity co-owned equally by Robert
E. Horsey and David W. Horsey.
Horsey Denison Landscaping LLC and its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case
No.25-14103) on May 6, 2025. In its petition, Horsey Denison
Landscaping reports estimated assets and liabilities between $1
million and $10 million each.
The Debtors are represented by Paul Sweeney, Esq., at YVS LAW, LLC.
HOUSE OF PRAYER: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: House of Prayer Church of South Florida, Inc.
4481 Northwest 167th Street
Opa Locka, FL 33055
Business Description: House of Prayer Church of South Florida,
Inc. operates as a Pentecostal church in
Opa-Locka, Florida. The organization offers
religious services and community programs
from its facility, which also houses a
school and daycare.
Chapter 11 Petition Date: June 13, 2025
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 25-16711
Judge: Hon. Laurel M. Isicoff
Debtor's Counsel: Ariel Sagre, Esq.
SAGRE LAW FIRM, P.A.
5201 Waterford District Drive, Suite 892
Miami, FL 33126
Tel: 305-266-5999
Email: law@sagrelawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
Kevin C. Williams signed the petition in his capacity as president,
chief executive officer, and chairman of the Board of Trustees.
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/WBHIS2I/HOUSE_OF_PRAYER_CHURCH_OF_SOUTH__flsbke-25-16711__0001.0.pdf?mcid=tGE4TAMA
HUBILU VENTURE: Financial Deficits Raise Going Concern Doubt
------------------------------------------------------------
Hubilu Venture Corporation disclosed in a Form 10-Q Report filed
with the U.S. Securities and Exchange Commission for the quarterly
period ended March 31, 2025, that there is substantial doubt about
its ability to continue as a going concern.
Net loss for the three months ended March 31, 2025 was $322,560,
compared to $5,215 for the three months ended March 31, 2024, an
increase of $317,345, or 6,085%.
Revenues decreased to $383,512 for the three months ended March 31,
2025, compared to $518,978 for the three months ended March 31,
2024, a decrease of $135,466, or 26%.
As of March 31, 2025, the Company has incurred recurring losses
from operations resulting in an accumulated deficit of $2,629,700,
with negative working capital of $1,483,454 and cash on hand of
$53,662, which may not be sufficient to sustain operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
The Company said, "We expect to incur further losses in the
development of its business; therefore, we may not have sufficient
funds to sustain our operations for the next twelve months and we
may need to raise additional cash to fund our operations. In the
event revenues do not materialize at the expected rates, management
would seek additional financing and would attempt to conserve cash
by further reducing expenses. There can be no assurance that we
will be successful in achieving these objectives."
Management is actively working to increase occupancy rates to
increase revenues. In addition, the Company is currently seeking
additional sources of capital to fund short term operations.
Management believes these factors will contribute to achieving
profitability.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/44ckptt6
About Hubilu Venture
Hubilu Venture Corporation was incorporated under the laws of the
state of Delaware on March 2, 2015, and is a publicly traded real
estate consulting, asset management and business acquisition
company, which specializes in acquiring student housing income
properties and development/business opportunities located near
within the Los Angeles area. The Company currently owns thirty
properties within the Los Angeles area under a total of nine
subsidiaries in the form of Limited Liability Companies.
As of March 31, 2025, the Company has $21,018,324 in total assets,
$22,605,535 in total liabilities, and total stockholders' deficit
of $1,587,211.
I-SOLUTIONS DEVELOPMENT: Hires Villa & White LLP as Legal Counsel
-----------------------------------------------------------------
I-Solutions Development Corp. seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire Villa &
White LLP as its counsel.
The firm will render these services:
(a) assist and advise the Debtor relative to its operations as
a debtor-in-possession, and relative to the overall administration
of this Chapter 11 case;
(b) represent the Debtor at hearings to be held before this
Court and communicate with its creditors regarding the matters
heard and the issues raised, as well as the decisions and
considerations of this Court;
(c) prepare, review, and analyze pleadings, orders, operating
reports, schedules, statements of affairs, and other documents
filed and to be filed with this Court by the Debtor or other
interested parties in this Chapter 11 case; advise the Debtor as to
the necessity, propriety and impact of the foregoing upon this
Chapter 11 case; and consent or object to pleadings or orders on
behalf of the Debtor;
(d) assist the Debtor in preparing such applications, motions,
memoranda, adversary proceedings, proposed orders and other
pleadings as may be required in support of positions taken by the
Debtor, as well as preparing witnesses and reviewing documents
relevant thereto;
(e) coordinate the receipt and dissemination of in formation
prepared by and received from the Debtor and the Debtor's
accountants, and other retained professionals, as well as such
information as may be received from accountants or other
professionals engaged by any official committee;
(f) confer with the professionals as may be selected and
employed by any official committee;
(g) assist and counsel the Debtor in its negotiations with
creditors, or Court appointed representatives or interested third
parties concerning the terms, conditions, and import of a plan of
reorganization and disclosure statement to be proposed and filed by
the Debtor;
(h) assist the Debtor with such services as may contribute or
are related to the confirmation of a plan of reorganization in this
Chapter 11 case;
(i) assist and advise the Debtor in its discussions and
negotiations with others regarding the terms, conditions, and
security for credit, if any, during this Chapter 11 case;
(j) conduct such examination of witnesses as may be necessary
in order to analyze and determine, among other things, the Debtor's
assets and financial condition, whether the Debtor has made any
avoidable transfers of its property, and whether causes of action
exist on behalf of the Debtor's estate; and
(k) assist the Debtor generally in performing such other
services as may be desirable or required pursuant to § 1107 of the
Bankruptcy Code.
Morris E. "Trey" White III, Esq., the primary attorney in this
representation, will be paid at his hourly rate of $400 plus
expenses incurred.
Mr. White disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Morris E. "Trey" White III, Esq.
Villa & White LLP
100 NE Loop 410, Ste. 615
San Antonio, TX 78216
Telephone: (210) 225-4500
Facsimile: (210) 212-4649
Email: treywhite@villawhite.com
About I-Solutions Development Corp.
I-Solutions Development Corp. is engaged in real estate rental and
leasing activities.
I-Solutions Development Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-50995) on May 5,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Craig A. Gargotta handles the case.
The Debtor is represented by Morris E. "Trey" White, III, Esq. at
VILLA & WHITE LLP.
IMPACT CHURCH: Seeks Chapter 11 Bankruptcy in Texas
---------------------------------------------------
On June 2, 2025, Impact Church of Houston filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of Texas. According to court filing, the
Debtor reports $902,573 in debt owed to 1 and 49 creditors. The
petition states funds will not be available to unsecured
creditors.
About Impact Church of Houston
Impact Church of Houston is a non-denominational Christian church
based in Houston, Texas. It offers in-person Sunday services and
online Bible studies.
Impact Church of Houston sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex.Case No. 25-33180) on June 2,
2025. In its petition, the Debtor reports total assets of
$3,535,841 and total liabilities of $902,573.
Honorable Bankruptcy Judge Jeffrey P. Norman handles the case.
The Debtors are represented by Russell Van Beustring, Esq. at
RUSSELL VAN BEUSTRING, P.C.
INFINITE GLOW: Hires Lucove Say & Co. as Accountant
---------------------------------------------------
Infinite Glow LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Lucove, Say & Co. as
accountant.
The firm will provide these services:
a. review the Debtor's financial status and to determine those
accounting and financial changes which are appropriate and
necessary;
b. prepare tax returns, to handle audits and to take steps
necessary to reduce the estate's liabilities;
c. prepare a projection of revenues, costs of goods sold,
expenses, net income, plan payments and cash flow for a plan; and
d. render other accountancy services for Applicant for which
services of an accountant may be necessary during the pendency of
this case.
The firm will be paid at these rates:
Richard Say $300 per hour
Cameron Say $200 per hour
The firm received retainer in the amount of $7,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard Say, a partner at Lucove, Say & Co., disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Richard Say
Lucove, Say & Co.
23901 Calabasas Road, Suite 2085,
Calabasas, CA 91302
Tel: (818) 224-4411
About Infinite Glow, LLC
Infinite Glow, LLC has an equitable interest in the property
situated at 2912 14th Ave., Oakland, Calif., which is valued at
$4.7 million.
Infinite Glow filed Chapter 11 petition (Bankr. N.D. Calif. Case
No. 25-50253) on February 27, 2025, listing between $1 million and
$10 million in both assets and liabilities.
Judge Stephen L. Johnson handles the case.
The Debtor is represented by:
Steven Robert Fox, Esq.
Law Offices of Steven R. Fox
Tel: (818) 774-3545
Email: emails@foxlaw.com
INNOVEGA INC: DBBMcKennon Raises Going Concern Doubt
----------------------------------------------------
Innovega Inc. disclosed in a Form 1-K Report filed with the U.S.
Securities and Exchange Commission for the fiscal year ended
December 31, 2024, that its auditor expressed substantial doubt
about the Company's ability to continue as a going concern.
San Diego, Calif.-based dbbmckennon, the Company's auditor since
2025, issued a "going concern" qualification in its report dated
May 29, 2025, attached to the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 2024, citing that the
Company's net losses, cash flows used in operations and the lack of
revenue generating activities, raise substantial doubt about its
ability to continue as a going concern.
The Company generated a net loss of $2,727,501 for the year ended
December 31, 2024 compared to a net loss of $2,184,930 for the year
ended December 31, 2023, which resulted in a 25% increase in net
loss.
"We had net cash used in operating activities of -$1,044,281 for
the year ended December 31, 2024 and the cash balance was $122,255
as of December 31, 2024," said the Company.
"We cannot give assurance that we can increase our cash balances or
limit our cash consumption and thus maintain sufficient cash
balances for our planned operations or future acquisitions. Future
business demands may lead to cash utilization at levels greater
than recently experienced. We may need to raise additional capital
in the future. However, we cannot assure that we will be able to
raise additional capital on acceptable terms, or at all. Subject to
the foregoing, management believes that if the convertible note and
Regulation CF raise are successful, we have sufficient capital and
liquidity to fund our operations for at least one year from the
date of issuance of the accompanying financial statements."
A full-text copy of the Company's Form 1-K is available at:
https://tinyurl.com/4wunkjmy
About Innovega Inc.
Innovega Inc. is a company that specializes in development of
all-day wearable eyewear, for augmented, mixed, and virtual reality
applications, The technology combines smart, disposable contact
lenses with stylish, lightweight digital glasses to deliver
next-generation of panoramic, high-resolution experiences.
Specifically, independent testing has confirmed that this unique
combination enables solutions for simpler, high-value "smart
glasses" applications such as an assistive aid that can
substantially improve the visual acuity of vision impaired and
legally blind patients.
As of December 31, 2024, the Company had $1,855,902 in total
assets, $5,003,991 in total liabilities, and a total stockholders'
deficit of $3,148,089.
INVENERGY THERMAL: S&P Rates New $750MM Term Loan B 'BB'
--------------------------------------------------------
S&P Global Ratings assigned its 'BB' project finance issue rating
and '1+' recovery rating to Invenergy Thermal Operating I LLC's
(ITOI) new $750 million term loan B and $50 million term loan C due
in May 2032. S&P does not rate the proposed $150 million revolving
credit facility due May 2030.
The '1+' recovery rating indicates S&P's expectation for full
recovery (100%) in a default scenario.
ITOI will use the net proceeds to repay its existing term loan B
($246 million outstanding), fund a sponsor distribution (about $485
million), and pay transaction costs.
S&P said, "Under our base case, we include an additional $75
million of incremental permitted debt that requires rating agency
affirmation at a 'BB-' rating under the proposed terms, for a total
$825 million term loan B.
"Our 'BB' senior secured debt rating is based on moderate leverage
and strong expected cash flow sweeps, supported by the Grays Harbor
plant's tolling agreement and stable cash flow contributions from
the Nelson, Nelson Expansion (NEX), and St. Clair plants over the
next 12-24 months.
"The stable outlook reflects that ITOI will generate robust cash
flow available for debt service (CFADS) over the next 12-24 months
based on mostly contracted capacity via the Grays Harbor tolling
agreement until 2027, cleared Pennsylvania-New Jersey-Maryland
(PJM) capacity auction, and St. Clair long-term contract. We
forecast debt service coverage ratios (DSCR) above 2.5x during the
term loan B period. Our minimum DSCR of 2.02x occurs during the
post-refinancing and merchant period. We estimate $320 million-$325
million of the term loan B will be outstanding at maturity in May
2032."
ITOI is the borrower under the term loan B, term loan C, and
revolving credit facility. The ultimate owners of ITOI are
Invenergy Clean Power LLC and Infrabridge Global Infrastructure
Fund Platform, each with half of the holding company. ITOI wholly
owns a 2.3-gigawatt (GW) portfolio of four operating gas-fired
electricity power plants in three North American Electric
Reliability Corp. regions. The portfolio comprises:
Grays Harbor, a contracted 650-megawatt (MW) combined-cycle gas
turbine (CCGT) plant in Washington (Mid-Columbia, Northwest Power
Pool region). Its tolling agreement with Puget Sound Energy Inc.
runs until December 2027 with options to extend until March 2030.
We expect Grays Harbor will account for about 60% of ITOI's cash
flow.
Nelson, a mostly merchant 609 MW CCGT in Illinois--Commonwealth
Edison (ComEd) zone and PJM Interconnection region--has a power
purchase contract with WPPI Energy for 15.6% of capacity until June
2037. S&P expects it to account for about 20% of ITOI's cash flow.
NEX, co-tenant of Nelson, is a mostly merchant, 380 MW dual-fueled
simple-cycle gas turbine with 951,780 gallons of fuel storage on
site. S&P expects NEX to account for about 12% of ITOI's cash
flow.
St. Clair Power L.P., a fully contracted 654 MW CCGT in the
Canadian province of Ontario, with a power purchase agreement
(contract for differences) with the Independent Electric System
Operator (IESO) that runs until April 2035, subject to an advanced
gas path upgrade in late 2025. S&P expects St. Clair will
contribute less than 10% of ITOI's cash flow.
S&P said, "We believe higher cash flow from Grays Harbor and a cash
sweep structure mitigate the debt burden and refinancing risk.
ITOI's proposed $825 million term loan B (including $75 million of
permitted debt subject to rating affirmation at a 'BB-' rating and
maximum leverage of 3x) is threefold the current term loan B
outstanding of $246 million. The 'BB' senior secured rating on
ITOI's debt is supported by the lucrative physical tolling
agreement of Grays Harbor, which provides $127 million of annual
average CFADS until the end of 2027, compared with $65 million in
2024, when the plant was merchant. We forecast Grays Harbor will
account for about 60% of CFADS during the forecast period and
remain a key contributor to the portfolio cash flow after the
contract expires in 2027.
"We believe the Pacific Northwest power market will require firm
and reliable generation during its energy transition period
(2025-2045). Efficient assets such as Grays Harbor will benefit
from favorable spark spreads and increased demand at least until
the mid-2030s. We estimate about 80% of the portfolio's gross
margin during 2025-2027 is fixed through Grays Harbor's tolling
agreement, Nelson's and NEX's cleared capacity for the 2025-2026
PJM auction, and St. Clair's contracted capacity, which provides
distributions to ITOI. We expect that after 2027, only about 9%
will be contracted, if the tolling agreement at Gray's Harbor is
not renewed. Under our base case, we do not assume that it will but
acknowledge that it remains likely given the state of the Pacific
Northwest market and the need for load-serving entities to meet
obligations with a finite number of firm and efficient generation
sources. Beyond 2027, we model a $15/kW-month all-in merchant
price, slightly lower than the contract extension price."
S&P Global Ratings' all-in price includes a bilateral component of
$5-$6/kW-month, which represents additional revenue required to
spur new plant development or delayed retirement of plants to
maintain reliability. Given that the Pacific Northwest lacks
structured wholesale markets or administered capacity markets,
reaching $15/kW-month assumes Grays Harbor will contract its
capacity bilaterally at $5-$6/KW-month after 2027. Because Grays
Harbor has executed similar bilateral contracts and recently
achieved an all-in energy margin price of $15-$16/kW-month in 2024,
S&P assumes a similar all-in price but below the contract renewal
price.
S&P said, "Our minimum DSCR of 2.02x occurs during the merchant and
post-term loan B period, when we expect $320 million-$325 million
of the residual outstanding at maturity will be fully amortized
until 2042, the end of assumed project life. We believe the
uncertain market conditions during the merchant phase of the
portfolio (2028-2042) and refinancing risk are partially mitigated
by the moderate debt burden. The proposed term loan B requires a
50% cash flow sweep for leverage above 2.25x, reduced to 25%
otherwise, and increased to 75% if leverage is greater than 4x.
Even though this is less stringent than the previous debt
structure, we expect the project will sweep about $440 million
during the term loan B period, more than 50% of the original debt
issue, reducing refinancing risk. We note the project may refinance
the facility, whereas we consider a fully amortizing structure,
albeit sculpted to project cash flow.
"We expect strong PJM capacity prices in the 2026-2027 auction
period and tailwinds from increased power demand. Expected capacity
retirements and data center proliferation in PJM should provide
stable contributions for Nelson and NEX in the near term. We now
expect these assets will contribute about 30% of ITOI's CFADS,
compared with about 60% previously. This is mainly due to Grays
Harbor's capacity contract. We expect 2026-2027 PJM capacity
auction will clear a ComEd region price at about $250/MW-day
following the $269.93/MW-day cleared in the 2025-2026 auction, in
which Nelson and NEX operate. Nelson cleared 405 MW and NEX cleared
248 MW (including bilateral capacity contracts) for the PJM
2025-2026 auction period, which translates to about $40 million in
capacity revenues for 2025 and $60 million in 2026.
"We expect Nelson will achieve about 60% capacity factor in the
near term, driven by increased demand, but we anticipate it to drop
to 40%-45% toward the end of its asset life as renewable generation
reduces market heat rates. We expect Nelson's clean spark spreads,
including hedges, will be about $12.70/MWh in 2025 based on forward
power prices and historical performance. Nelson has hedged about
40% of its annual capacity at a weighted-average $13.47/kWh in
2025, higher than in 2024. We expect clean spark will be
$13-$14/MWh because the asset will operate less often, but we
expect it to capture higher prices toward the end of its life. We
project Nelson will generate annual average CFADS of about $33
million until 2030 and $25 million-$30 million after that.
"We expect NEX will operate at a capacity factor of 15%-20% until
2030 due to our expectation for increased demand and near-term
shortage of capacity. After 2030, we expect NEX's capacity factor
to decline gradually to about 10% for the rest of the asset life in
2040 due to Climate and Equitable Jobs Act rules that limit gas
plant carbon emissions through a cap on generation. NEX will
generate most of its gross margin from capacity revenues, which we
expect will average 60% over the project life. We expect NEX will
generate about $20 million in CFADS in the near term, declining to
$15 million-$20 million toward the end of its life. We forecast
NEX's average clean spark spread will be about $20/MWh. NEX could
provide a potential upside in cash flow during peak demand because
the plant could capture higher sparks than Nelson given its
dual-fuel operation and 32 hours of storage capacity.
"We expect increased cash flow distributions from St. Clair due to
improved efficiency after the advanced gas path upgrade. We project
about $15 million in annual distributions due to improved
efficiency of the plant and lower debt service payments, leading to
higher DSCRs (1.80x). Under St. Clair's long-term contract for the
differences with the Ontario Power Authority, the contract heat
rate requirement is 7,600 British thermal units per kilowatt hour
(Btu/kWh). After the upgrade, we expect the asset will operate at a
heat rate closer to 7,100 Btu/kWh, leading to additional cash flow
based on the imputed revenue model. Given our estimate of St.
Clair's cash flow, as well as its debt service payments, we expect
distributions will account for less than 10% of ITOI's cash flow.
St. Clair will add approximately C$91 million to its outstanding
debt to pay for the upgrade.
"We forecast St. Clair's capacity factor will be about 44%, in line
with historical generation, and decline gradually by 2035 given
Ontario's commitment to maintain the nuclear fleet by refurbishing
the Bruce, Darlington, and Pickering plants along with the entry of
low marginal cost renewable generation. The IESO region relies
heavily on hydroelectric and nuclear generation, accounting for 60%
of the reliability mix. While St. Clair is a relatively efficient
CCGT (expected to operate at 7,100 Btu/kWh), it sits higher on the
dispatch curve given the region's large composition of nonthermal
generation. The debt at St. Clair fully amortizes by the end of the
contract, so there is no refinancing risk.
"The stable outlook on ITOI's debt reflects our expectation for
robust cash flow over the next 12-24 months because of Grays
Harbor's tolling contract and more contributions from the other
assets. We expect the project will achieve DSCRs above 2.5x during
the term loan B period. In the post-term loan B period, we expect
portfolio cash flow will gradually decline because we assume all
merchant assets in the portfolio will become less competitive due
to the entry of more efficient technology and renewable generation,
reducing production and cash flow. Our minimum DSCR of 2.02x occurs
during the post-term loan B and merchant period, when we assume a
fully amortizing structure at a relatively higher interest
margin."
S&P could lower its rating on ITOI's debt if a combination of these
factors reduces minimum DSCRs to less than 1.8x on a sustained
basis:
-- Lower-than-expected operating performance of Grays Harbor,
reducing capacity payments.
-- Lower-than-expected realized energy margin or weaker demand
from the rest of the merchant assets because of a less favorable
market outlook.
-- Increased leverage, which would weaken the portfolio's
creditworthiness.
S&P said, "We cap the rating at the credit profile of St. Clair,
where a bankruptcy filing would cause a cross-default and potential
acceleration of the ITOI debt. We assess St. Clair's credit profile
regularly. Meaningful deterioration could prompt us to lower the
rating on the ITOI even with compensating improvements in other
portfolio assets, although St. Clair's credit quality does not
limit the rating at this stage.
"Given the project's exposure to merchant risks and long dated
uncertainties (asset life risk, secular changes in generation
demand and supply, etc.), we believe a likely path to an upgrade
will come from considerable deleveraging. As such, we would require
a minimum DSCR of at least 3x through the project life, including
the post-term loan B period."
JDI CUMBERLAND: Hires Rountree Leitman Klein as Attorney
--------------------------------------------------------
JDI Cumberland Inlet LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Rountree,
Leitman, Klein & Geer, LLC as attorney.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the management of its
property;
b. preparing on behalf of the Debtor as Debtor-in-Possession
necessary schedules, applications, motions, answers, orders,
reports and other legal matters;
c. assisting in examination of the claims of creditors;
d. assisting with formulation and preparation of the
disclosure statement and plan of reorganization and with the
confirmation and consummation thereof; and
e. performing all other legal services for the Debtor as
Debtor-in-Possession that may be necessary herein.
The firm will be paid at these rates:
William A. Rountree $595 per hour
Will B. Geer $595 per hour
Michael Bargar $535 per hour
Hal Leitman $425 per hour
William Matthews $425 per hour
David S. Klein $495 per hour
Elizabeth Childers $395 per hour
Ceci Christy $425 per hour
Caitlyn Powers $375 per hour
Shawn Eisenberg $395 per hour
Dorothy Sideris $200 per hour
Elizabeth Miller $290 per hour
Megan Winokur $175 per hour
Catherine Smith $150 per hour
Law Clerk (if one is employed by Firm) $175 per hour
The firm received a retainer in the amount of $38,262.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William A. Rountree, Esq., a partner at Rountree, Leitman, Klein &
Geer, LLC, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
William A. Rountree, Esq.
Rountree, Leitman, Klein & Geer, LLC
Century I Plaza
2987 Clairmont Road, Suite 350
Atlanta, Georgia 30329
Tel: (404) 584-1238
Email: wrountree@rlkglaw.com
About JDI Cumberland Inlet LLC
JDI Cumberland Inlet LLC is engaged in real estate-related
activities. The Company focuses on property development and related
investment ventures.
JDI Cumberland Inlet LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-55072) on May 5, 2025.
In its petition, the Debtor reports estimated assets between $100
million and $500 million and estimated liabilities between $10
million and $50 million.
The Debtor is represented by William Rountree, Esq. at ROUNTREE,
LEITMAN, KLEIN & GEER, LLC.
JINGBO TECHNOLOGY: Delays 10-K Filing Over Data Compilation Issues
------------------------------------------------------------------
Jingbo Technology, Inc. filed a Notification of Late Filing on Form
12b-25 with the U.S. Securities and Exchange Commission, informing
that it is unable to file its Annual Report on Form 10-K for its
year ended February 28, 2025 by the prescribed date without
unreasonable effort or expense because the Company was unable to
compile certain information required in order to permit the Company
to file a timely and accurate report on the Company's financial
condition.
The Company believes that the Annual Report will be completed
within the fifteenth-day extension period provided under Rule
12b-25 of the Securities Exchange Act of 1934.
About Jingbo Technology
Headquartered in Shoujiang Town, Fuyang District, China, Jingbo
Technology, Inc., initially was in the business platform of
providing application software to a global vendor platform to
connect people to businesses and provide a new shopping experience.
The Company's wholly owned subsidiary, Intellegence Parking Group
Limited, is a multinational technology company, with a smart
parking application software and platform business ecosystem as its
main business venture. Intellegence operates facilities at Xiaoshan
Airport Remote Parking Lot, Tianjin Xinhua International
University, Fuyang People's Hospital, Qilu University Hospital,
Shanghai Tesco Supermarket, Hubei Huanggang Central Hospital. It
also currently has eight urban parking projects.
Guangzhou, Guangdong, China-based GGF CPA LTD, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated July 3, 2024, citing that the Company had incurred
substantial losses during the years and negative working capital,
which raises substantial doubt about its ability to continue as a
going concern.
KOZUBA & SONS: Gets Interim OK to Use Cash Collateral Until July 17
-------------------------------------------------------------------
Kozuba & Sons Distillery, Inc. received tenth interim approval from
the U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division to use cash collateral in accordance with its projected
budget.
Specifically, the company was authorized to use cash collateral to
pay (i) amounts expressly authorized by the court, including any
required monthly payments to the Subchapter V trustee; (ii) the
current and necessary expenses set forth in the budget, plus an
amount not to exceed 10% for each line item; and (iii) additional
amounts as may be expressly approved in writing by its lenders.
Each creditor with a security interest in cash collateral will have
a perfected post-petition lien on cash collateral to the same
extent and with the same validity and priority as its
pre-bankruptcy lien.
Kozuba & Sons will keep its property insured in accordance with the
obligations under applicable loan and security documents.
The next hearing is scheduled for July 17.
About Kozuba & Sons Distillery
Kozuba & Sons Distillery, Inc., a company in Pinellas Park, Fla.,
filed a petition under Chapter 11, Subchapter V of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 24-01003) on February 28, 2024,
with $1 million to $10 million in both assets and liabilities.
Jakub Kozuba, vice president of Kozuba & Sons, signed the
petition.
Judge Roberta A. Colton presides over the case.
The Debtor is represented by:
Scott A. Stichter, Esq.
Stichter, Riedel, Blain & Postler, P.A.
Tel: 813-229-0144
Email: sstichter.ecf@srbp.com
LANZATECH GLOBAL: Liquidity Strain Triggers Going Concern Doubt
---------------------------------------------------------------
LanzaTech Global, Inc. disclosed in a Form 10-Q Report filed with
the U.S. Securities and Exchange Commission for the quarterly
period ended March 31, 2025, that there is substantial doubt about
its ability to continue as a going concern.
The Company said, "We have recurring net losses and anticipate
continuing to incur losses. We had cash and cash equivalents of
$13.8 million, short-term held-to-maturity debt securities of $7.4
million and an accumulated deficit of $(988.8) million as of March
31, 2025, along with cash outflows from operations of $(21.1)
million and net loss of $(19.2) million for the three months ended
March 31, 2025. We have historically funded our operations through
the Business Combination, issuances of equity securities, debt
financing, as well as from revenue generating activities with
commercial and governmental entities."
The Company reported total revenue of $9.5 million for the first
quarter of 2025 as compared to $10.2 million for the first quarter
of 2024.
In light of the Company's operating requirements and projected
capital expenditure under its current business plan, the Company is
projecting that its existing cash and short-term debt securities
will not be sufficient to fund its operations through the next
twelve months from the date of issuance of this Quarterly Report on
Form 10-Q.
The Company is focusing on streamlining its business priorities,
taking actions to reduce its cost structure and evaluating other
liquidity enhancing initiatives, including pursuing capital
raising, partnership or asset-related opportunities, and other
strategic options. In accordance with Accounting Standards Update
No. 2014-15, "Disclosure of Uncertainties about an Entity's Ability
to Continue as a Going Concern (Subtopic 205-40)," management has
evaluated in aggregate the conditions and events that raise
substantial doubt regarding the Company's ability to continue as a
going concern through the next twelve months from the date of
issuance of these unaudited consolidated financial statements and
has determined that the Company's ability to continue as a going
concern is dependent on its ability to raise significant amounts of
additional capital, implement other strategic options, and execute
its business plan.
On May 7, 2025, LanzaTech and LanzaTech Global SPV, LLC, an entity
controlled by an existing investor, entered into a Series A
Convertible Senior Preferred Stock Purchase Agreement pursuant to
which the Company agreed to issue and sell 20,000,000 shares of its
preferred stock designated as "Series A Convertible Senior
Preferred Stock", par value of $0.0001 per share, to the PIPE
Purchaser for an aggregate purchase price of $40 million, subject
to certain closing conditions described therein. The Series A
Preferred Stock Issuance was consummated on the PIPE Closing Date.
In connection with the Series A Preferred Stock Issuance, the
Company's $40.2 million aggregate principal amount of outstanding
Convertible Note due 2029, plus accrued and unpaid interest
thereon, was converted into 34,054,337 shares of common stock, par
value $0.0001 per share, of the Company pursuant to the mandatory
conversion provision of the Convertible Note. Pursuant to the PIPE
Purchase Agreement, the Company also agreed to issue and sell to
the PIPE Purchaser, no later than May 31, 2025, warrants to
purchase an aggregate of 780,000,000 shares of common stock at an
exercise price equal to $0.0000001 per PIPE Warrant Share (subject
to adjustments in certain events and to be no less than par value
of the common stock) and the other terms to be set forth in a
warrant agreement.
Subject only to obtaining requisite stockholder approvals, the
Company also agreed to use its reasonable best efforts to
consummate a bona fide financing pursuant to which the Company
sells common stock to one or more accredited investors reasonably
satisfactory to the holders of a majority of the outstanding Series
A Preferred Stock, at a price per share of $0.05 (subject to
adjustment in certain events), payable in cash, with an aggregate
original issue price of not less than $35 million and not more than
$60 million, on terms and conditions reasonably satisfactory to the
Majority Holders. The PIPE Purchase Agreement provides that the
Subsequent Financing must be consummated, if at all, no later than
10 business days following receipt of requisite stockholder
approvals. If the requisite stockholder approvals are not received
and there is not a sufficient number of shares of the Company's
common stock duly authorized for the exercise of the PIPE Warrants
and the consummation of the Subsequent Financing, the Company will
be required to offer to redeem all of the then-outstanding shares
of Series A Preferred Stock at a price per share equal to 1.5x its
liquidation value. The Company can provide no assurance that it
will have sufficient liquidity to make this payment if required to
do so or that it will be able to secure such Subsequent Financing
in a timely manner, on favorable terms or at all.
Accordingly, the Company closed $40 million of preferred equity
capital in May of 2025; however, after completing its assessment as
required by Generally Accepted Accounting Principles, management
has concluded that its continuing actions such as ongoing liquidity
initiatives, together with the terms of the preferred capital, and
the execution of cost reduction plans, do not alleviate substantial
doubt about the Company's ability to continue as a going concern.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3dta535u
About LanzaTech
LanzaTech Global, Inc. -- https://lanzatech.com/ -- is the carbon
recycling company transforming waste carbon into sustainable fuels,
chemicals, materials, and protein. Using its biorecycling
technology, LanzaTech captures carbon generated by energy-intensive
industries at the source, preventing it from being emitted into the
air. LanzaTech then gives that captured carbon a new life as a
clean replacement for virgin fossil carbon in everything from
household cleaners and clothing fibers to packaging and fuels.
As of March 31, 2025, the Company has $125.8 million in total
assets, $127 million in total liabilities, and total shareholders'
deficit of $1.2 million.
LASEN INC: Seeks Chapter 11 Bankruptcy Arizona
----------------------------------------------
On June 11, 2025, Lasen Inc. filed Chapter 11 protection in the
U.S. Bankruptcy Court for the District of Arizona. According to
court filing, the Debtor reports between $1 million and $10
million in debt owed to 100 and 199 creditors. The petition states
funds will be available to unsecured creditors.
About Lasen Inc.
Lasen Inc. develops and operates airborne LiDAR systems for leak
detection and pipeline inspections across North America. The
Company's proprietary Airborne LiDAR Pipeline Inspection System
(ALPIS) identifies methane leaks with high accuracy and efficiency,
supporting right-of-way and transmission line monitoring. Founded
in 1989, LaSen has inspected over 500,000 miles of pipeline and
specializes in remote sensing technologies adapted from U.S.
defense applications.
Lasen Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Ariz. Case No. 25-05316) on June 11, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Brenda K. Martin handles the case.
The Debtors are represented by Randy Nussbaum, Esq. at CAVANAGH LAW
FIRM.
LEARNING CARE: S&P Alters Outlook to Negative, Affirms 'B' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based early
childhood education provider Learning Care Group (US) No. 2 Inc. to
negative from stable and affirmed the 'B' issuer credit rating.
The negative outlook reflects the risk that the company's leverage
will remain above 6x over the next 12 months if it experiences
further enrollment and utilization pressures amid an uncertain
macroeconomic backdrop and a potential rise in unemployment.
S&P said, "The negative outlook reflects our view that the
company's leverage could remain above our 6x downgrade threshold
over the next 12 months. Learning Care's operating performance
through the third quarter of fiscal year 2025 was weaker than we
previously assumed as softness in its private-pay enrollment, led
to only a modest increase in its revenue. The company's
underperformance reflects, in part, macroeconomic uncertainty,
inflation, and still-high interest rates, which have placed
considerable financial pressure on private-pay families. While
Learning Care's realization of labor-cost efficiencies in its
fiscal third quarter helped to partially offset the negative effect
of its top-line softness on its EBITDA, we expect the muted
improvement in its utilization--alongside the sunset of American
Rescue Plan Act (ARPA) funding--will contribute to adjusted EBITDA
margins stabilizing in the low-20% area in fiscal year 2025,
consistent with the company's current run-rate margin profile.
Therefore, we expect the company's S&P Global Ratings-adjusted
leverage will remain elevated in the mid-6x area through the end of
fiscal year 2025, which is higher than we previously forecast and
above our 6x downgrade threshold for the 'B' rating.
"Although we forecast Learning Care will expand its enrollment, we
anticipate further tuition rate increases and the labor-cost
initiatives it introduced at the end of calendar year 2024 will
drive deleveraging to the low-6x area as of the end of fiscal year
2026. That said, a slower-than-expected recovery in utilization and
potential softness during the upcoming enrollment cycle could delay
the improvements in its EBITDA and leverage. We note that our
adjusted leverage calculation includes our standard debt
adjustments for operating leases and incorporates the preferred
instrument issued by Learning Care's financial sponsor, American
Securities.
"Despite its elevated leverage, we affirmed the rating because we
expect the company will continue to generate positive discretionary
cash flow (DCF). While Learning Care's EBITDA will likely
underperform our prior expectations in fiscal year 2025, we expect
its solid working capital management and prudent capital deployment
over the past couple of quarters will enable it to generate
positive DCF for the year. Since the beginning of the calendar
year, the company has pulled back on new center acquisitions in
favor of opening employer-sponsored on-site centers, which is a
strategy that requires significantly less capital. Still, Learning
Care has continued to expand its greenfield program by opening 10
new builds over the first nine months of fiscal year 2025.
Therefore, we expect the company's DCF will be modestly positive in
fiscal year 2025.
"Over the next 12 months, we expect Learning Care will prioritize
reinvesting in its existing centers, to increase their occupancy
and engagement, while continuing to expand its overall center base
via new builds, business to business (B2B) partnerships, and
tuck-in acquisitions. Management's heightened focus on capital
deployment aside, we forecast solid EBITDA growth will likely
support material free operating cash flow (FOCF) and DCF generation
through fiscal year 2026, which is in line with our expectations
for the current rating.
"While Learning Care's demand is correlated with the unemployment
rate and overall macroeconomic conditions, we believe its diverse
portfolio could help offset the negative headwinds from
deteriorating macroeconomic conditions. The company's school
portfolio is geographically diverse and includes 11 brands and
approximately 1,000 childcare centers. Through its various brands
and diverse consumer and community-based school
portfolio--complemented by its expanding B2B business--we believe
Learning Care is well-positioned to reach a wider range of markets,
including those seeking premium childcare options. The company
normally derives about 25%-30% of its revenue from state and
federal budgets through various subsidized programs, which provides
it with some stability in the event of a macroeconomic downturn.
While we view the availability of subsidies as stable over the
intermediate term, Learning Care is exposed to regulatory risks and
its performance could be constrained if government chooses to cut
these subsidies due to tough fiscal conditions."
The negative outlook reflects the risk that Learning Care's
leverage will remain above 6x over the next 12 months as the
company experiences further enrollment and utilization pressures
and its paid-in-kind preferred instrument continues to accrue
interest.
S&P could lower its rating on Learning Care if S&P believes it will
likely maintain leverage of above 6x or fail to generate meaningful
DCF. This could occur if:
-- Rising unemployment and a weaker-than-expected macroeconomic
environment decrease its enrollment and revenue; or
-- Its financial sponsor pursues debt-funded distributions or
acquisitions.
While unlikely, S&P could raise its rating on Learning Care if S&P
believes it will likely maintain leverage below 5x and generate
FOCF to debt of greater than 10%. This could occur if:
-- The company benefits from some combination of enrollment
improvements, new center development, and acquisitions funded with
cash flow such that it sustains stronger margins; and
-- S&P believed it is unlikely to use leverage to fund shareholder
returns or acquisitions.
LEROUX CREEK: To Sell Colorado Farm to American AgCredit for $1.7MM
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Leroux Creek Food Corporation, LLC, seeks permission from the U.S.
Bankruptcy Court for the District of Colorado, to sell real
property, free and clear from liens, claims, and encumbrances.
The Debtor owned real property known as Farm 5 – 25236 North
Road, Hotchkiss Colorado containing a 151-acre apple orchard; two
parcels with one address. See Docket No. 31, Schedule A/B, No.
55.1.
The Debtor's real property has certain water rights identified as:
a. Granby Ditch and Reservoir Company: 9 Shares
b. Leon Lake Ditch and Reservoir Company: 71 Shares
c. Durkee Ditch Company: 122 Shares
d. Military Park Reservoir Company: 5 Shares
e. Sooner Ditch Company: 1 Share
f. Surface Creek Ditch and Reservoir Company: 1-1/2 Shares
Farm 5 is subject to a first priority deed of trust and note held
by American AgCredit, FLCA and American AgCredit, PCA in the
principal amount of $2,702,700.00.
AgCredit appraised Farm 5 for a total value of $1.7 million.
The Debtor and AgCredit have reached an agreement whereby the
Debtor shall sell Farm 5 to AgCredit for consideration of $1.7
million credit. As part of the sale, the Debtor will be responsible
for paying all taxes related to such sale. The $1.7 million credit
will be allocated by AgCredit to the Debtor's obligations, at its
sole discretion. Farm 5 shall be sold free and clear of all junior
liens and
encumbrances.
The Debtor seeks approval to sell Farm 5 to AgCredit for $1.7
million, which will be applied as a credit against the outstanding
balances owing on the Debtor's obligations to AgCredit.
AgCredit, as the priority lienholder and buyer, consents to the
sale. Other than the secured claim of AgCredit, Farm 5 will be sold
free and clear of any other purported interest on Farm 5.
The Debtor believes that it is an exercise of sound business
judgment to obtain approval for the sale of Farm 5 as it is not
necessary for its business operations and can be used to reduce its
outstanding secured debt owed to AgCredit.
About Leroux Creek Food Corporation
Leroux Creek Food Corporation, LLC, filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo.
Case No. 24-15015) on August 27, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
Edward Tuft as president.
Judge Michael E Romero presides over the case.
Jeffrey A. Weinman, Esq. at ALLEN VELLONE WOLF HELFRICH & FACTOR,
P.C., is the Debtor's counsel.
LIGADO NETWORKS: Agrees to Pay Inmarsat $568MM to End Spat
----------------------------------------------------------
Steven Church of Bloomberg News reports that Ligado Networks has
agreed to a $568 million settlement with Inmarsat Global Limited,
resolving a contract dispute that had posed a threat to its $8.5
billion debt restructuring plan.
The agreement eliminates one of the two main obstacles to Ligado's
reorganization. Inmarsat had argued that its rights were being
compromised by Ligado's proposed wireless spectrum deal with AST
SpaceMobile Inc. The settlement will be presented to a bankruptcy
judge in Wilmington, Delaware, for approval later this month, the
company said.
About Ligado Networks
Ligado Networks, formerly LightSquared, provides mobile satellite
services. The Debtor's satellite and terrestrial solutions,
combined with powerful, lower mid-band spectrum, serve to
supplement and broaden mobile coverage across the United States and
Canada. On the Web: http://www.ligado.com/
On January 5, 2025, Ligado Networks LLC and certain of its
affiliates each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case
No. 25-10006).
Perella Weinberg Partners LP is serving as investment banker to
Ligado, FTI Consulting, Inc. is serving as financial advisor,
Milbank LLP is serving as legal counsel, and Richards, Layton &
Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is
the claims agent.
An ad hoc group of first lien creditors is being advised by
Guggenheim Securities, LLC as financial advisor, and by Sidley
Austin LLP as counsel. An ad hoc group of crossholding creditors is
being advised by Kirkland & Ellis LLP.
LIGADO NETWORKS: To Pay Viasat $568M Under Ch. 11 Deal
------------------------------------------------------
Viasat, Inc., a global leader in satellite communications, June 13,
2025, announced that its subsidiary Inmarsat Global Ltd. has agreed
to a binding term sheet with Ligado Networks and AST & Science, LLC
to settle Inmarsat's opposition to Ligado's planned restructuring.
Under the conditions set forth in the term sheet, Viasat
anticipates receiving $568 million from Ligado in fiscal year 2026,
which will primarily be used to manage near term maturities and
address its extended maturity profile.
Under the conditions of the term sheet, and subject to Bankruptcy
Court approval, Inmarsat, Ligado and AST agreed that:
-- Starting on September 30, 2025, Ligado will resume making
quarterly payments of $16 million per quarter to Inmarsat. The
quarterly payment amount increases 3% per year for the life of the
contract (through 2107).
-- Ligado will make a $420 million lump sum payment to Inmarsat on
October 31, 2025.
-- Ligado will pay a lump sum payment of $100 million to Inmarsat
on March 31, 2026. Including the December and March quarterly
payments, Inmarsat expects to receive a total of $568 million by
March 31, 2026.
-- Ligado's lawsuit against Inmarsat is stayed effective
immediately and will be dismissed under conditions set forth in the
term sheet.
-- Viasat's considerable ability to provide essential mobile
satellite services (MSS) globally remains unaffected.
The agreement reflects Viasat's continued commitment to facilitate
innovation that enables new MSS services while ensuring the
interference-free provision of existing services, including vital
safety services. The agreement also demonstrates the ability to
introduce new satellite configurations within existing spectrum
sharing terms that have provided critical stability in the industry
for decades.
"We are pleased that our patient and disciplined approach to
Ligado's bankruptcy paid off, resulting in a positive outcome for
Viasat and our employees, customers, and shareholders," said Mark
Dankberg, Chairman and CEO, Viasat. "We saw the opportunity of a
favorable outcome when completing the Inmarsat acquisition and not
only anticipated the potential of utilizing the cash proceeds from
such an agreement to repay debt, which will soon further strengthen
our capital position, but to also advance our growth strategy. To
that end, we look forward to continuing our activities with the
MSSA to ensure an open architecture, standards based multi-orbit
approach to MSS based on continued cooperation mechanisms among MSS
operators."
About Viasat
Viasat is a global communications company that believes everyone
and everything in the world can be connected. With offices in 24
countries around the world, our mission shapes how consumers,
businesses, governments and militaries around the world communicate
and connect. Viasat is developing the ultimate global
communications network to power high-quality, reliable, secure,
affordable, fast connections to positively impact people's lives
anywhere they are - on the ground, in the air or at sea, while
building a sustainable future in space. In May 2023, Viasat
completed its acquisition of Inmarsat, combining the teams,
technologies and resources of the two companies to create a new
global communications partner. Learn more at www.viasat.com, the
Viasat News Room or follow us on LinkedIn, X, Instagram, Facebook,
Bluesky, Threads, and YouTube.
Copyright (c) 2025 Viasat, Inc. All rights reserved. Viasat, the
Viasat logo and the Viasat Signal are registered trademarks in the
U.S. and in other countries of Viasat, Inc. All other product or
company names mentioned are used for identification purposes only
and may be trademarks of their respective owners.
About Ligado Networks
Ligado Networks, formerly LightSquared, provides mobile satellite
services. The Debtor's satellite and terrestrial solutions,
combined with powerful, lower mid-band spectrum, serve to
supplement and broaden mobile coverage across the United States and
Canada. On the Web: http://www.ligado.com/
On January 5, 2025, Ligado Networks LLC and certain of its
affiliates each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case
No. 25-10006).
Perella Weinberg Partners LP is serving as investment banker to
Ligado, FTI Consulting, Inc. is serving as financial advisor,
Milbank LLP is serving as legal counsel, and Richards, Layton &
Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is
the claims agent.
An ad hoc group of first lien creditors is being advised by
Guggenheim Securities, LLC as financial advisor, and by Sidley
Austin LLP as counsel. An ad hoc group of crossholding creditors is
being advised by Kirkland & Ellis LLP.
LYLES CAPITAL: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------
Lyles Capital Management, LLC got the green light from the U.S.
Bankruptcy Court for the Eastern District of Arkansas, Northern
Division, to use cash collateral.
The court's order authorized the Debtor's interim use of cash
collateral to maintain operations, pay creditors and support
reorganization.
U.S. Bank National Association, a creditor, will receive monthly
payments starting this month as protection for the Debtor's use of
its cash collateral. The bank will initially receive $6,500, which
will be increased to $7,900 in July.
If no objection is filed within 14 days from entry of the interim
order, the order becomes final.
The Debtor's cash collateral consists of rental income from its
apartment units in Jonesboro, Arkansas. It relies entirely on this
rental income for its operations.
A 2023 fire and pandemic-related rental moratoriums led to mortgage
arrears, though the damaged unit has since been restored and
rented. The Debtor's sole creditor is U.S. Bank, which acts as
trustee for a commercial mortgage-backed securities trust. The bank
holds a security interest in the Debtor's real estate and rental
income.
About Lyles Capital Management
Lyles Capital Management, LLC is a real estate company based in
Jonesboro, Arkansas. It owns and manages multi-unit residential
properties, including several addresses on Melrose and State
Streets in Jonesboro.
Lyles Capital Management sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ark. Case No. 25-11634) on May 14,
2025. In its petition, the Debtor reported total assets of
$2,075,773 and total liabilities of $1,448,142.
Judge Phyllis M. Jones handles the case.
The Debtor is represented by Joel G. Hargis, Esq., at Caddell
Reynolds Law Firm.
MAGIC CAR: Seeks Chapter 11 Bankruptcy in California
----------------------------------------------------
On June 9, 2025, Magic Car Rental Inc. filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Central District of
California. According to court filing, the
Debtor reports $5,453,356 in debt owed to 1 and 49 creditors.
The petition states funds will be available to unsecured
creditors.
About Magic Car Rental Inc.
Magic Car Rental Inc. offers vehicle rental services.
Magic Car Rental Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal.Case No. 25-11013) on June 9,
2025. In its petition, the Debtor reports total assets of
$5,872,742 and total liabilities of $5,453,356.
Honorable Bankruptcy Judge Victoria S Kaufman handles the case.
The Debtors are represented by Onyinye N Anyama, Esq. at ANYAMA LAW
FIRM, APC.
MARELLI AUTOMOTIVE: Akin & Cole Schotz Represent Senior Lenders
---------------------------------------------------------------
In the Chapter 11 cases of Marelli Automotive Lighting USA LLC and
affiliates, the Ad Hoc Group of Senior Lenders filed a verified
statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure.
The Ad Hoc Group of Senior Lenders engaged Akin Gump Strauss Hauer
& Feld LLP on October 16, 2024, and Cole Schotz P.C. on June 4,
2025, to represent it in connection with a potential restructuring
transaction.
Akin and Cole Schotz represent only the Ad Hoc Group of Senior
Lenders. Akin and Cole Schotz do not represent the Ad Hoc Group of
Senior Lenders as a "committee" and do not undertake to represent
the interests of, and are not fiduciaries for, any creditor, party
in interest or other entity other than the Ad Hoc Group of Senior
Lenders. In addition, the Ad Hoc Group of Senior Lenders does not
represent or purport to represent any other entities in connection
with these chapter 11 cases.
Akin and Cole Schotz have been advised by the individual members of
the Ad Hoc Group of Senior Lenders that the individual members of
the Ad Hoc Group of Senior Lenders either hold claims or manage
accounts that hold claims (including directly or indirectly,
including by participation, swap or other derivative transaction)
against the Debtors' estates.
The Ad Hoc Group of Senior Lenders' address and the nature and
amount of disclosable economic interests held in relation to the
Debtors are:
1. Deutsche Bank AG
Azabudai Hill Mori JP Tower 1-3-1 Azabudai
Minato-ku, Tokyo, Japan
* Term Loans: $146,573,276.15
* Revolving Loans: $29,112,442.80
* Preferred Equity JPY (d-1) Interests: 8,571.00
* Preferred Equity EUR (d-2) Interests: 1,282.00
2. Fortress Credit Advisors, LLC, for and on behalf of its funds,
affiliates and assignees
1345 Avenue of the Americas, 46th Floor,
New York, NY 10105
* Term Loans: $257,975,352.61
* Revolving Loans: $12,482,291.89
* Preferred Equity JPY (d-1) Interests: 7,290.00
* Preferred Equity EUR (d-2) Interests: 6,615.00
3. Maserati SS II L.P
PO Box 309, Ugland House, Grand Cayman
KY1-1104, Cayman Islands
* Term Loans: $304,679,622.06
* Revolving Loans: $54,542,207.57
* Preferred Equity JPY (d-1) Interests: 13,904.00
* Preferred Equity EUR (d-2) Interests: 2,068.00
4. Polus Capital Management Limited
Asticus Building, 21 Palmer Street, London,
England SW1H 0AD
* Term Loans: $110,528,131.40
* Revolving Loans: $2,059,221.70
* Preferred Equity JPY (d-1) Interests: 6,543.00
* Preferred Equity EUR (d-2) Interests: 0.00
5. Investment funds and accounts managed indirectly by Strategic
Value Partners, LLC and its affiliates
100 West Putnam Avenue,
Greenwich, CT 06830
* Term Loans: $1,137,080,793.51
* Revolving Loans: $193,805,277.90
* Preferred Equity JPY (d-1) Interests: 68,076.00
* Preferred Equity EUR (d-2) Interests: 7,279.00
Counsel to the Ad Hoc Group of Senior Lenders:
COLE SCHOTZ P.C.
Justin R. Alberto, Esq.
Stacy L. Newman, Esq.
Jack M. Dougherty, Esq.
Elazar A. Kosman, Esq.
500 Delaware Avenue, Suite 600
Wilmington, DE 19801
Telephone: (302) 652-3131
Facsimile: (302) 652-3117
E-mail: jalberto@coleschotz.com
snewman@coleschotz.com
jdougherty@coleschotz.com
ekosman@coleschotz.com
- and -
AKIN GUMP STRAUSS HAUER & FELD LLP
Ira S. Dizengoff, Esq.
Anna Kordas, Esq.
One Bryant Park
New York, NY 10036
Telephone: (212) 872-1000
Facsimile: (212) 872-1002
Email: idizengoff@akingump.com
akordas@akingump.com
- and -
Scott L. Alberino, Esq.
Kate Doorley, Esq.
Alexander F. Antypas, Esq.
2001 K Street, N.W.
Washington, D.C. 20006
Telephone: (202) 887-4000
Facsimile: (202) 887-4288
Email: salberino@akingump.com
kdoorley@akingump.com
aantypas@akingump.com
About Marelli
Marelli is a "Tier 1" automotive supplier and one of the largest
automotive components suppliers in the world. Headquartered in
Saitama, Japan, Marelli operates in twenty-four countries around
the world and supplies over sixty-five OEMs and brands such as
Stellantis, Nissan, Volkswagen, BMW, and Mercedes Benz. With
around 45,000 employees worldwide, the Marelli footprint includes
over 150 sites globally. In 2024, Marelli generated over $10
billion of revenue.
On June 11, 2025, Marelli Holdings Co. Ltd. and its affiliates
commenced voluntary chapter 11 cases (Bankr. D. Del. Lead Case No.
25-11034). The cases are pending before the Honorable Judge Craig
T. Goldblatt in Delaware.
Around 80% of the Company's lenders have signed an agreement to
support the Company' Chapter 11 restructuring in the U.S., which
will deleverage Marelli's balance sheet and strengthen its
liquidity position.
Kirkland & Ellis LLP is serving as legal counsel to Marelli. PJT
Partners Inc. is serving as financial advisor, and Alvarez & Marsal
LLC is serving as restructuring advisor to Marelli. Verita Global,
formerly KCC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP, Houlihan Lokey, and
AlixPartners LLP are serving as advisors to the ad hoc group of
lenders.
MARELLI AUTOMOTIVE: June 18 Deadline for Panel Questionnaires
-------------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of Marelli Automotive
Lighting, et al.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/zpdav83u and return by email it to
Jane M. Leamy, Esq. -- jane.m.leamy@usdoj.gov -- and Timothy J.
Fox, Esq. -- timothy.fox@usdoj.gov -- at the Office of the United
States Trustee so that it is received no later than Wednesday, June
18, 2025, at 4:00 p.m. Eastern Time.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Marelli Automotive Lighting USA LLC
Marelli Automotive Lighting is a leading global supplier of
automotive lighting systems, developing and manufacturing
headlamps, tail lights, and related components for major car
manufacturers.
Marelli Automotive and more than 70 of its affiliates filed
petitions under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
Del. Case No. 25-11034) on June 11, 2025.
Kirkland & Ellis LLP is the Debtors' general bankruptcy counsel and
Pachulski, Stang, Ziehl & Jones LLP acts as the Debtors' bankruptcy
co-counsel. Alvarez & Marsal North America, LLC is the Debtors'
restructuring advisor, and PJT Partners Inc. is the Debtors'
investment banker. Kurtzman Carson Consultants, LLC dba Verita
Global is the Debtors' claims and noticing agent.
MARELLI AUTOMOTIVE: Seeks Ch. 11 Bankruptcy Partly Due to Tariffs
-----------------------------------------------------------------
Mark Heschmeyer of CoStar News reports that Marelli Automotive
Lighting, a Japan-based auto parts manufacturer, has filed for
Chapter 11 bankruptcy protection in the U.S., citing financial
challenges driven in part by global tariffs. The filing marks the
company's second restructuring in three years, following a 2022
out-of-court reorganization in Japan prompted by the COVID-19
pandemic.
A subsidiary of Marelli Holdings, which is owned by private equity
firm KKR, Marelli has entered into a restructuring agreement that
includes $1.1 billion in new financing from an unnamed stalking
horse bidder. The company also plans to eliminate a substantial
portion of its prepetition debt. The U.S. Bankruptcy Court for the
District of Delaware is overseeing the proceedings, and other
interested buyers have 45 days to submit competing bids during the
go-shop period, according to CoStar News.
Although the stalking horse bidder was not disclosed in court
documents, media reports have identified London-based Strategic
Value Partners as the potential buyer. Neither Strategic Value
Partners nor KKR have responded to requests for comment. KKR
acquired Calsonic Kansei from Nissan in 2017 for $4.5 billion,
followed by its $6.5 billion purchase of Magneti Marelli from Fiat
Chrysler (now Stellantis) in 2019. The two companies were later
merged to form Marelli Holdings, the report states.
"This prearranged restructuring will ensure Marelli's 46,000
employees, as well as its customers, vendors, and partners, that
normal operations will continue without interruption," said Marelli
Automotive Lighting CEO and President David Slump in a court
statement.
According to court filings, 80% of Marelli's lenders—who hold
approximately $4.9 billion in debt—have agreed to the
restructuring after over a year of negotiations. Slump cited
ongoing industry headwinds, declining global auto production, and
increased economic and geopolitical volatility as key contributors
to the company's difficulties. In March 2025, Marelli's financial
position worsened further due to tariffs that disrupted its
trade-heavy global business model.
Operating in 25 countries, Marelli's business is supported by
extensive manufacturing facilities, R&D centers, and application
sites. In the U.S., the company's headquarters are located in a
160,000-square-foot office in Southfield, Michigan, under a lease
signed in 2020, according to report.
About Marelli Automotive Lighting USA LLC
Marelli Automotive Lighting USA LLC is a global automotive parts
supplier based in Saitama, Japan. The Company designs and
manufactures advanced technologies for leading automakers,
including lighting systems, electronic components, software
solutions, and interior products. Operating in 24 countries with a
workforce of over 46,000, Marelli also collaborates with
motorsports teams and industry partners on high-performance
component development.
Marelli Automotive Lighting USA LLC and affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 25-11034) on June 11. 2025. In its petition, the Debtor
reports estimated assets and liabilities between $1 billion and $10
billion each.
Honorable Bankruptcy Judge Brendan Linehan Shannon handles the
case.
The Debtors are represented by Joshua A. Sussberg, P.C., Nicholas
M. Adzima, Esq., and Evan Swager, Esq. at KIRKLAND & ELLIS LLP and
KIRKLAND & ELLIS INTERNATIONAL LLP, and Ross M. Kwasteniet, P.C.
and Spencer A. Winters, P.C. The Debtors' Bankruptcy Co-counsel are
Laura Davis Jones, Esq., Timothy P. Cairns, Esq., and Edward A.
Corma, Esq. at PACHULSKI STANG ZIEHL & JONES LLP. ALVAREZ & MARSAL
NORTH AMERICA, LLC is the Debtors' Restructuring Advisor. PJT
PARTNERS INC. is the Debtors' Investment Banker. KURTZMAN CARSON
CONSULTANTS, LLC, dba VERITA GLOBAL, is the Debtors' Notice &
Claims Agent.
MARELLI HOLDINGS: 11th Hour Deal Reached With Mizuho, Lenders
-------------------------------------------------------------
Japanese auto-parts supplier Marelli, which recently sought Chapter
11 bankruptcy protection in the U.S., said that an agreement was
reached "on the proverbial courthouse steps as the figurative car
ran out of gas."
The Company had $4.9 billion in funded debt -- a $350 million
emergency loan facility and a $4.55 billion senior loan facility.
Approximately 50% of the senior loan facility is held by a group of
original lenders consisting of commercial banks headquartered in
Japan, including Mizuho. The other 50% of the senior loan facility
is held by an ad hoc group of senior lenders, which includes
several investors based outside of Japan. The Company's equity is
privately held by Kohlberg Kravis Roberts & Co. L.P.
Unlike a typical U.S.-law-governed credit facility, the senior loan
facility requires a supermajority of lenders (at least 66.67% by
principal amount) to direct the exercise of remedies and other
material actions.
After several months of back and forth, there was a deadlock. To
break the impasse, the Company worked to develop an actionable
third-party debtor-in-possession financing alternative as well as a
potential sale to a strategic investor. But just hours before the
filing of the chapter 11 cases, an agreement in principle was
reached, with Mizuho, the ad hoc group, and KKR.
On June 11, 2025, the Company and certain of its senior loan
facility lenders holding 80% of the senior loan facility executed a
restructuring support agreement (RSA).
Pursuant to the RSA, a plan of reorganization will be filed in U.S.
Bankruptcy Court, which plan will eliminate billions of dollars of
prepetition debt. Senior lenders have agreed to a debt-for-equity
swap that will result in certain of the Debtors' prepetition
lenders owning 100% of the Debtors' reorganized equity.
The deal with the lenders provides that:
* The ad hoc group of senior lenders are providing $1.1 billion
of new money DIP financing to the Debtors. In addition, there will
be a 47.5% (an amount equal to $1.1 billion) roll-up of senior loan
claims held by the DIP lenders.
* The Plan will convert a portion of the DIP Facilities into
100% of the reorganized common equity of the Company.
* The $350 million emergency loan facility will be repaid in
full in cash upon final approval of the DIP facility.
* There will be an 11% cash out of the senior loan claims held
by the Japanese lenders.
* All general unsecured claims will be reinstated or paid in
full in cash.
Deutsche Bank, Fortress Credit Advisors, Maserati SS II L.P, Polus
Capital Management Strategic Value Partners are the members of the
ad hoc group, with SVP the largest, owed $1.137 billion.
GLAS USA LLC is the administrative agent under the DIP facility.
To ensure that the deal represents the best available terms, the
RSA contemplates a 45-day "go shop" period.
David Slump, CEO and president of Marelli, explained in court
filings that before consensus was reached, the Company received a
"firm offer" from the strategic purchaser for a stalking horse
purchase agreement and several non-binding term sheets from
potential third-party DIP providers for a DIP financing facility
that would allow the Company to implement an in-court transaction.
* * *
The Company engaged Kirkland & Ellis LLP as counsel, Alvarez &
Marsal North America, LLC as restructuring advisor, and JP Morgan
as investment banker.
Mizuho engaged Davis Polk & Wardwell LLP and Nagashima Ohno &
Tsunematsu to advise it in its capacity as an existing lender and
Baker McKenzie LLP and Young Conaway Stargatt & Taylor, LLP, to
advise it in its capacity as the agent
The Ad Hoc Group of Senior Lenders has Akin Gump Strauss Hauer &
Feld LLP as counsel, Houlihan Lokey, Inc., as investment banker,
and AlixPartners LLP as restructuring advisor.
KKR is being advised by Paul, Weiss, Rifkind, Wharton & Garrison
LLP.
The DIP agent tapped Mayer Brown LLP as counsel.
About Marelli
Marelli is a "Tier 1" automotive supplier and one of the largest
automotive components suppliers in the world. Headquartered in
Saitama, Japan, Marelli operates in 24 countries around the world
and supplies over 65 OEMs and brands such as Stellantis, Nissan,
Volkswagen, BMW, and Mercedes Benz. With around 45,000 employees
worldwide, the Marelli footprint includes over 150 sites globally.
In 2024, Marelli generated over $10 billion of revenue.
On June 11, 2025, Marelli Holdings Co. Ltd. and its affiliates
commenced voluntary chapter 11 cases (Bankr. D. Del. Lead Case No.
25-11034). The cases are pending before the Honorable Judge Craig
T. Goldblatt in Delaware.
Around 80% of the Company's lenders have signed an agreement to
support the Company' Chapter 11 restructuring in the U.S., which
will deleverage Marelli's balance sheet and strengthen its
liquidity position.
Kirkland & Ellis LLP is serving as legal counsel to Marelli. PJT
Partners Inc. is serving as financial advisor, and Alvarez & Marsal
LLC is serving as restructuring advisor to Marelli. Verita Global,
formerly KCC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP, Houlihan Lokey, and
AlixPartners LLP are serving as advisors to the ad hoc group of
lenders.
MARELLI HOLDINGS: Court OKs First Day Motions, $519M DIP
--------------------------------------------------------
Marelli Holdings Co. Ltd., a global technology partner to the
automotive industry, on June 12, 2025, announced that it has
received approvals from the U.S. Bankruptcy Court for the District
of Delaware for its "First Day" motions related to the Company's
voluntary Chapter 11 petitions.
The Court granted interim approval to immediately access up to $519
million of $1.1 billion in debtor-in-possession financing from its
lenders. This additional capital, coupled with cash generated from
the Company's ongoing operations, will provide sufficient liquidity
to support the Company through the chapter 11 process. Among other
things, the Court has authorized the Company to continue to pay
employee wages and benefits without interruption, continue programs
that are integral to customer relationships and pay suppliers in
full for goods and services provided on or after the filing date of
June 11, 2025.
"We are pleased to have received Court approval of these important
First Day motions, which will enable Marelli to continue serving
our customers without interruption throughout the chapter 11
process," said David Slump, President and Chief Executive Officer
of Marelli. "Thanks to the partnership with our lenders, we are
poised to emerge from this process not just stronger, but
strategically equipped for sustainable growth and innovative
advancements. We extend our heartfelt gratitude to our customers
and suppliers for their loyalty and commitment."
About Marelli Holdings Co.
Marelli Holdings Co., Ltd. operates as an automotive company. The
Company provides cockpit modules, interior and electronic, thermal
systems, compressor, and heat exchange products. Marelli Holdings
also offers console, instrument panels, steering member, inverter,
blower motor, exhaust system, mufflers, rotary and variable
compressors, condensers, and radiators.
Advisors
Kirkland & Ellis LLP is serving as legal counsel to Marelli. PJT
Partners Inc. is serving as financial advisor and Alvarez & Marsal
LLC is serving as restructuring advisor to Marelli.
MARELLI HOLDINGS: Enters Chapter 11 with $1.1B DIP Support
----------------------------------------------------------
Marelli Holdings Co. Ltd., a global technology partner to the
automotive industry, on June 11, 2025, announced that it has
commenced voluntary Chapter 11 cases in the United States
Bankruptcy Court for the District of Delaware in order to
comprehensively restructure its long--term debt obligations.
Approximately 80% of the Company's lenders have signed an agreement
to support the restructuring, which will deleverage Marelli's
balance sheet and strengthen its liquidity position.
Throughout this process and moving forward, Marelli does not expect
any operational impact from the chapter 11 process, and the Company
will continue to work closely with its customers, suppliers, and
partners to innovate and invest in its portfolio of advanced
technologies that will differentiate the vehicles of the future and
transform mobility. A complete list of the Marelli affiliates
involved in the chapter 11 cases can be found at
www.veritaglobal.net/Marelli.
"At Marelli, we have been proactive in making necessary adjustments
to stabilize our financial position so that we can continue to
deliver long-term benefits for our valued customers, partners and
employees," said David Slump, President and CEO, Marelli. "While we
are pleased with our recent progress and profitability,
industry-wide market pressures have created a gap in working
capital that must be addressed. After careful review of the
Company's strategic alternatives, we have determined that entering
the chapter 11 process is the best path to strengthen Marelli's
balance sheet by converting debt to equity, while ensuring we
continue operating as usual. Taking this action now provides access
to new liquidity to fund our long-term growth and innovation
pipeline, and ensures our customers and partners all over the world
can continue to rely on Marelli for on-time delivery of advanced
technologies that shape the vehicles of the future."
Mr. Slump continued, "Marelli's focus on innovation, digitalization
and technology has never been stronger. As we move through this
process, we will continue to serve our customers and work with our
suppliers and partners as they have come to expect. We are also
grateful for the hard work and dedication of our employees who
remain focused on delivering the best service possible."
To support the Company during this process, Marelli has received a
significant commitment for $1.1 billion in debtor-in-possession
financing ("DIP Financing") from its lenders. This additional
capital underscores lenders' continued support and confidence in
the Company's underlying business and its long-term potential. Upon
Court approval, the DIP Financing, coupled with cash generated from
the Company's ongoing operations, is expected to provide sufficient
liquidity to support the Company through the chapter 11 process. In
addition to the DIP Financing, the Restructuring Support Agreement
provides for a comprehensive deleveraging transaction through which
the DIP Lenders will take ownership of the business upon emergence
from chapter 11, subject to a 45-day overbid process.
Marelli filed a number of customary first day motions seeking Court
approval to continue its operations throughout the chapter 11
process, including, among other things, payment of employee wages
and benefits without interruption and continuation of programs that
are integral to customer relationships. The Company anticipates
receiving Court approval for these requests and intends to continue
honoring its obligations to key stakeholders post--filing,
including by satisfying payment obligations to suppliers for goods
and services provided in accordance with customary terms after the
filing. The Company will be working with its suppliers regarding
obligations which arose before the chapter 11 filing to reach
agreements on payment terms.
Additional information about Marelli's financial restructuring is
available at www.marelliforward.com. Court filings and other
information related to the proceedings, including the claims
process, are available on a separate website administrated by the
Company's claims agent, Verita, at www.veritaglobal.net/Marelli; by
calling Verita's representatives toll-free at (877) 606-7509 or
(310) 751-2626 for calls originating outside of the U.S. or Canada;
or by emailing Verita at www.veritaglobal.net/Marelli/inquiry.
Advisors
Kirkland & Ellis LLP is serving as legal counsel to Marelli. PJT
Partners Inc. is serving as financial advisor and Alvarez & Marsal
LLC is serving as restructuring advisor to Marelli. Akin Gump
Strauss Hauer & Feld LLP, Houlihan Lokey, and AlixPartners LLP are
serving as advisors to an ad hoc group of lenders.
About Marelli Holdings Co.
Marelli Holdings Co., Ltd. operates as an automotive company. The
Company provides cockpit modules, interior and electronic, thermal
systems, compressor, and heat exchange products. Marelli Holdings
also offers console, instrument panels, steering member, inverter,
blower motor, exhaust system, mufflers, rotary and variable
compressors, condensers, and radiators.
MARINE WHOLESALE: Seeks Cash Collateral Access Until Dec. 31
------------------------------------------------------------
Marine Wholesale & Warehouse, Inc. asked the U.S. Bankruptcy Court
for the Central District of California, Los Angeles Division, for
authority to use cash collateral and provide adequate protection,
through December 31.
The Debtor owns and operates two bonded warehouse properties in
Southern California, and it has been engaged in complex litigation
and administrative disputes with the Alcohol and Tobacco Tax and
Trade Bureau (TTB), stemming from an alleged unreported change in
control of the corporation in 2012. This dispute led to a "Cease
and Desist" order from the TTB in 2017, followed by a $24.5 million
excise tax assessment and federal tax lien, all of which the Debtor
vigorously contests. The Debtor asserts that it never lost legal or
operational control due to the continued majority ownership by the
Hartry family, and that it was denied due process prior to
revocation of its federal license, in violation of the
Administrative Procedure Act. Additionally, the Debtor contends
that the TTB has overstated its claim and treated the business
unfairly compared to other permit holders who were offered amnesty
for similar regulatory violations.
The Debtor argued that continued use of cash collateral is
necessary to avoid immediate and irreparable harm to its operations
and creditors, including the U.S. Small Business Administration and
the TTB, both of which assert security interests in the Debtor's
personal property. The SBA holds a perfected first priority lien,
while the TTB holds a disputed second priority lien. The Debtor has
detailed a proposed budget showing that it is operating profitably
and that continued use of cash collateral will result in increased
estate value, benefiting all creditors.
The Debtor asserted that the SBA is oversecured and therefore
adequately protected, and that the TTB's claim—though
disputed—is secured by the Debtor's valuable real properties.
Additionally, the Debtor emphasized that the ongoing operations,
supported by the use of cash collateral, will ultimately preserve
and increase estate value. The cash collateral is essential to
maintain operations as a going concern and to enable rhe Debtor to
eventually reorganize. The Debtor will segregate all unused cash
collateral in a separate account and has every incentive to ensure
its preservation and effective use.
As further adequate protection, the Debtor proposed post-petition
replacement liens on all post-petition personal property (excluding
avoidance action recoveries), mirroring the priority and validity
of prepetition liens. The Debtor also offered to make monthly
payments to the SBA as detailed in the proposed budget and
expresses willingness to make similar payments to the TTB if deemed
necessary. However, the Debtor asserted that the TTB's claim is
overstated and legally infirm, and that replacement liens and
preserved levied funds (held by the TTB) offer sufficient
protection for its interests.
A hearing on the matter is set for June 25.
About Marine Wholesale and Warehouse Co.
Marine Wholesale and Warehouse Co. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13785)
on July 12, 2022. In the petition signed by Jennifer Hartry, vice
president and secretary, the Debtor disclosed up to $50 million in
both assets and liabilities.
Judge Sheri Bluebond oversees the case.
David R. Haberbush, Esq., at Haberbush, LLP is the Debtor's
counsel.
MARVION INC: Capital Needs Raise Going Concern Doubt
----------------------------------------------------
Marvion Inc. disclosed in a Form 10-Q Report filed with the U.S.
Securities and Exchange Commission for the quarterly period ended
March 31, 2025, that there is substantial doubt about its ability
to continue as a going concern.
The Company incurred net income of $6,977 for the three months
ended March 31, 2024, compared to a net income of $40,512 for the
same period. It reported a working capital deficit of $3,906,209
and accumulated deficit of $6,063,996 as of March 31, 2025. The
continuation of the Company as a going concern through the next 12
months is dependent upon the continued financial support from its
major shareholders. The Company is currently pursuing additional
financing for its operations. However, there is no assurance that
the Company will be successful in securing sufficient funds to
sustain the operations.
These and other factors raise substantial doubt about the Company's
ability to continue as a going concern.
Marvion stated, "Our continuation as a going concern is dependent
upon improving our profitability and the continuing financial
support from our stockholders. Our sources of capital may include
the sale of equity securities, which include common stock sold in
private transactions, capital leases and short-term and long-term
debts. While we believe that we will obtain external financing and
the existing shareholders will continue to provide the additional
cash to meet our obligations as they become due, there can be no
assurance that we will be able to raise such additional capital
resources on satisfactory terms. We believe that our current cash
and other sources of liquidity are adequate to support operations
for at least the next 12 months."
"We require additional funding to meet its ongoing obligations and
to fund anticipated operating losses. Our auditor has expressed
substantial doubt about our ability to continue as a going concern.
Our ability to continue as a going concern is dependent on raising
capital to fund its initial business plan and ultimately to attain
profitable operations. These unaudited condensed consolidated
financial statements do not include any adjustments to reflect the
possible future effects on the recoverability and classification of
assets and liabilities that may result in the Company not being
able to continue as a going concern."
"We expect to incur marketing and professional and administrative
expenses as well expenses associated with maintaining our filings
with the Commission. We will require additional funds during this
time and will seek to raise the necessary additional capital. If we
are unable to obtain additional financing, we may be required to
reduce the scope of our business development activities, which
could harm our business plans, financial condition and operating
results. Additional funding may not be available on favorable
terms, if at all. We intend to continue to fund its business by way
of equity or debt financing and advances from related parties. Any
inability to raise capital as needed would have a material adverse
effect on our business, financial condition and results of
operations."
"If we cannot raise additional funds, we will have to cease
business operations. As a result, our common stock investors would
lose all of their investment," the Company concluded.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/488zhjka
About Marvion
Marvion Inc. was incorporated in the State of Nevada on March 6,
2008. Currently, the Company is principally engaged in the logistic
services, warehousing service and financial consulting services in
Hong Kong.
As of March 31, 2025, the Company has $4,412,871 in total assets,
$9,881,571 in total liabilities, and total shareholders' deficit of
$5,468,700.
MCKNIGHTS ACADEMY: Seeks to Hire Fallon Law PC as Attorney
----------------------------------------------------------
McKnights Academy of Excellence, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire
Fallon Law PC as its attorney.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the management of his
property;
b. preparing on behalf of the Debtor as Debtor-in-Possession
necessary schedules, applications, motions, answers, orders,
reports, and other legal matters;
c. assisting in the examination of the claims of creditors;
d. negotiating with creditors or their counsel regarding
applicable bankruptcy matters, including, for example, terms of the
Debtor’s plan of reorganization;
e. assisting with formulation and preparation of the plan of
reorganization and with the confirmation and consummation thereof;
and
f. performing all other legal services for the Debtor as
Debtor-in-Possession that may be necessary.
The firm will be paid at these rates:
Brad Fallon, Attorney $350 per hour
Paralegals $125 per hour
Fallon Law received a retainer of $7,500 from a relative of the
Debtor’s sole member, plus the filing fee of $1,738.
Mr. Fallon disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Brad Fallon, Esq.
Fallon Law PC
1201 W. Peachtree St. NW, Suite 2625
Atlanta, GA 30309
Telephone: (404) 849-2199
Facsimile: (470) 994-0579
Email: brad@fallonbusinesslaw.com
About McKnights Academy of Excellence
McKnights Academy of Excellence, LLC filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
25-55076) on May 6, 2025, listing between $100,001 and $500,000 in
assets and up to $50,000 in liabilities.
Brad Fallon, Esq., at Fallon Law, PC represents the Debtor as
bankruptcy counsel.
MCLEAN (CT): Fitch Affirms 'BB+' IDR, Outlook Negative
------------------------------------------------------
Fitch Ratings has affirmed the ratings on the $65 million series
2020A revenue bonds issued by Connecticut Health & Educational
Facilities Authority on behalf of McLean Affiliates, Inc. at 'BB+'.
Fitch has also affirmed McLean's Issuer Default Rating (IDR) at
'BB+'.
The Rating Outlook is Negative.
Entity/Debt Rating Prior
----------- ------ -----
McLean (CT) LT IDR BB+ Affirmed BB+
McLean (CT)
/General
Revenues/1 LT LT BB+ Affirmed BB+
The 'BB+' rating reflects McLean's improved cost containment
measures, which resulted in an operating ratio (OR) of 111% for the
second quarter ended March of 2025, marking a material improvement
compared to 117.9% in fiscal 2023 (September year-end) and 113.4%
in fiscal 2024. Management has incorporated additional strategies
to reduce agency expense and general expenses. Fitch expects these
to result in ORs approaching 100% over the next five years.
The Negative Outlook reflects uncertainty around McLean's potential
expansion project. While Fitch believes the project will ultimately
be accretive to the community, additional debt, construction risk
and execution risk will pressure the rating. As is common for LPC
expansion projects, Fitch believes significant additional long-term
debt may pressure the balance sheet below acceptable levels for a
'BB+' rating despite expectations for community benefits in the
long-term.
McLean satisfied its 2024 DSCR covenant with moderate assistance
from its SACF fund, which exists solely to support McLean and
guarantees timely principal and interest payment on the series 2020
bonds. Fitch expects McLean to successfully satisfy its bond
covenants over the Outlook period.
SECURITY
The bonds are secured by a pledge of gross revenues of the
obligated group (OG), a mortgage lien on certain properties, a debt
service reserve fund, and an unconditional and irrevocable
guarantee from the Special Additions & Contingency Fund (SACF), the
unrestricted endowment of the McLean Fund (an affiliated non-OG
entity).
KEY RATING DRIVERS
Revenue Defensibility - 'bbb'
Adequate Historical Census, New Project Fully Occupied
McLean has historically enjoyed adequate census levels, which Fitch
attributes to its favorable local reputation, desirable location
with access to an adjacent country club (located on property owned
by McLean), and its wildlife refuge. McLean's Independent Living
Unit (ILU) occupancy was strong at 96% at the end of March 2025,
improved from 85% at fiscal YE 2022. McLean has seen improvement in
ILU and Assisted Living Unit (ALU) occupancy since summer 2023. The
demand strength for new ILUs supports management's potential
expansion plans, mitigating concerns over fill-up risk.
Among the various ILUs (cottages, villas, the Burkholder and the
Goodrich apartment buildings), occupancy is consistently softer in
the Burkholder (the oldest ILUs). However, occupancy at the
Burkholder was 93% for the first two quarters of fiscal 2025 and
the Burkholder is full as of this report. McLean averaged 94%
occupancy in its ILUs, 84% in its ALUs, and 74% in its SNF beds
(based on the number of licensed beds, not beds in operation)
during fiscal 2024.
The recently completed Goodrich project is viewed positively, as it
has increased McLean's ILU revenues, enhanced amenities, and
right-sized its overall unit mix between its three offered service
lines. Fitch expects an additional ILU expansion to prove accretive
as well.
McLean distinguishes itself in a modestly competitive market with
its unique campus and good location. Rate increases occur regularly
indicating midrange pricing flexibility.
Operating Risk - 'bb'
Operations Pressured, But Expected to Improve
McLean's operating metrics have weakened in recent years.
Historically, McLean's strong census and low debt burden produced
adequate core operations, with an average OR and net operating
margin (NOM) of 94.3% and 4.3%, respectively, from fiscal years
2016 to 2021. In 2022, ALU occupancy fell to 65% and macro labor
costs increased.
Despite increased revenue from the 55 additional Goodrich ILUs,
profitability ratios were weak in fiscal years 2022 and 2023 with
OR at 107% and 117% and NOM at -8.3% and -12.2%. Cost containment
measures successfully improved the OR to 113.4% for fiscal 2024 and
111% for 2Q25. Fitch expects these ratios to continue improving as
McLean reduces operating expenses and increases AL census over the
next few years.
McLean's turnover net entrance fee receipts have historically been
weak, with an average NOM-adjusted (NOMA) of 2.7% from fiscal years
2018 through 2022. NOMA increased modestly to 4.1% for fiscal 2024
and Fitch expects NOMA to continue incrementally increasing as
McLean starts realizing the benefits of its improved unit mix from
the Goodrich expansion.
Capital-related metrics are consistent with the weak assessment,
with average revenue-only maximum annual debt service (MADS)
coverage and MADS as a percentage of revenue of negative 0.2x and
10.6%, respectively, from fiscal years 2020 through 2024. Debt to
net available has fluctuated over the past several years, with
expectations to stabilize below 10x over the coming years (assuming
no additional long-term debt). Debt to net available was a very
weak 19.8x for fiscal 2024.
Historical capital spending has been high, averaging about 500% of
depreciation over the past several years, resulting in an average
age of plant below 10 years. Preliminary discussions for another
possible expansion are underway. Fitch does not expect management
to undergo an expansion without extensive pre-planning.
The Operating Risk profile is constrained by McLean's high reliance
on governmental payors with Medicaid exceeding 25% of its payor mix
over the past several years.
Financial Profile - 'bb'
Stable Financial Profile
McLean's unrestricted reserves (including its SACF) of measured
approximately $30 million at fiscal YE 2024, which translates into
342 days cash on hand and about 63% cash-to-adjusted debt. Fitch
calculated MADS coverage of 0.8x for fiscal 2024 and expects
coverage to improve closer to the minimum 1.2x in fiscal 2025.
Fitch's forward-looking scenario assumes that aggressive cost
containment measures continue to reduce operating expenses over the
next three years while revenue continues to incrementally increase.
The stress case, which applies operational and portfolio stress
pushes cash to adjusted debt below 50%, which is more consistent
with a lower rating and reflected in the Negative Outlook.
Asymmetric Additional Risk Considerations
Medicaid contributes greater than 25% of McLean's net revenues
constituting an asymmetric risk consideration and constraining the
overall Operating Risk assessment.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Sustained operating pressures that result in operating ratios
consistently above 105%;
- ILU occupancy sustained below 90%;
- Long-term debt issuance that would push liquidity below 60% cash
to adjusted debt.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The Outlook may be revised to Stable if plans for the potential
expansion are finalized with expectations for cash-to-adjusted debt
remaining above 75%.
PROFILE
McLean operates a Type-C (fee-for-service) life plan community
(LPC) located on 125-acre campus in Simsbury, Connecticut. In
addition to its LPC, McLean provides home care, hospice, adult day
care and Meals on Wheels services to residents of Simsbury and the
surrounding communities.
McLean's LPC currently consists of 126 ILUs (10 IL cottages, 13 IL
villas, and 103 IL apartments), 52 ALUs (down from 74), and 63
operated SNF beds (down from 89 with additional plans to reduce the
number of skilled beds). In fiscal 2024, McLean reported total
operating revenues of approximately $33 million.
McLean has two non-OG affiliated entities: the McLean Game Refuge
and the McLean Fund. The Refuge is a non-profit dedicated to the
protection of native wildlife, the conservation of landscapes that
they own, education, research, and recreation. The Refuge currently
has over 4,400 acres of land in Simsbury, Granby, and Canton.
The McLean Fund is a non-profit established under the will of
Senator George P. McLean for the purposes of supporting McLean and
its affiliated entities. Additionally, the fund owns the land and
property adjacent to McLean's LPC campus, including the Hop Meadow
Country Club. The Country Club is operated by another entity and
offers all McLean residents social membership privileges.
Fitch's analysis includes the unrestricted investments of a
separate, obligated fund (SACF, the unrestricted board-designated
endowment of the McLean Fund). The SACF exists solely to support
McLean and its affiliates and guarantees the timely payment of
principal and interest on the series 2020 bonds. This method is
consistent with McLean's liquidity covenant calculation.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from DIVER by Solve.
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.
MERIDIAN WEIGHT: Unsecureds to Get Share of Income for 5 Years
--------------------------------------------------------------
Meridian Weight Management Center, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of Mississippi a
Subchapter V Plan of Reorganization dated June 2, 2025.
The Debtor is a Mississippi LLC which operates a weight management
clinic named Meridian Weight and Wellness, which provides
outpatient therapy and counseling.
The Debtor had downturn in gross income from the proliferation of
over the counter access to semaglutide medication. This decrease in
income caused negative cash flow. The debtor consolidated his
business into one location and 2 providers. The principal owner
contributed more capital but it did not stem the tide.
The debtor became involved with Kabbage loans. The weekly and
monthly drain of the Kabbage lenders left the LLC unable to operate
as it had been, which forced it to seek bankruptcy protection. With
no cash flow the debtor was unable even to continue making payments
to employees. As a result, Debtor consulted bankruptcy counsel and
filed a bankruptcy thereafter.
The Holders of Allowed General, Unsecured Claims will receive at
least yearly distributions from the Debtor that represent its
projected disposable income "PDI", if any. The Debtor's PDI will
be determined by the Debtor's gross income less costs of operating
and managing its business, including salaries of its employee, less
taxes and related overhead business expenses, less payment of
Administrative Expense Claims, less taxes and less payments to
Holders of Secured and Priority Claims.
The Debtor's PDI will be paid to General, Unsecured Creditors
holding Allowed, General Unsecured Claims for a period of five
years from and after the entry of an Order confirming the Plan.
General Unsecured Creditors are projected to receive $3,000.00
unless there are allowed priority claims or administrative claims.
The $3,000.00 over the life of the plan will go to administrative
claims first, then to allowed priority claims, and the balance, if
any, will go to the allowed general unsecured claims. Distribution
of any funds to unsecured creditors will take place at least once
yearly beginning with the anniversary of the Effective Date of the
plan.
The Debtor's equity security holder will maintain his ownership in
the Debtor.
The Debtor's means of execution of the Plan will be provided by
income the Debtor generates from its business operations and funds
in the DIP accounts.
A full-text copy of the Subchapter V Plan dated June 2, 2025 is
available at https://urlcurt.com/u?l=ZjXnCj from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Douglas M. Engell, Esq.
Law Offices of Douglas M. Engell
PO BOX 309
Marion, MS 39342
Telephone: (601) 693-6311
Email: dengell@dougengell.com
About Meridian Weight Management Center
Meridian Weight Management Center, LLC is a Mississippi LLC which
operates a weight management clinic named Meridian Weight and
Wellness.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-00302) on Feb. 4,
2025, listing up to $50,000 in assets and between $100,001 and
$500,000 in liabilities.
Judge Katharine M. Samson presides over the case.
Douglas M. Engell, Esq., represents the Debtor as legal counsel.
Kapitus Servicing, Inc. as authorized sub-servicing agent of
Kapitus LLC, is represented by:
Erno D. Lindner, Esq.
Baker, Donelson, Bearman, Caldwell & Berkowitz, PC
633 Chestnut Street, Suite 1900
Chattanooga, TN 37450
Telephone: (423) 209-4206
elindner@bakerdonelson.com
- and -
R. Spencer Clift, III, Esq.
Baker, Donelson, Bearman, Caldwell & Berkowitz, PC
165 Madison Avenue, Suite 2000
Memphis, TN 38103
Telephone: (901) 577-2216
sclift@bakerdonelson.com
METATRON HEALTH: Court Extends Cash Collateral Access to Aug. 3
---------------------------------------------------------------
Metatron Health, LLC received another extension from the U.S.
Bankruptcy Court for the District of Oregon to use its secured
creditors' cash collateral.
The third interim order authorized the company to use $81,148 in
cash collateral for the period from June 4 to Aug. 3, to pay the
expenses set forth in its budget.
Metatron Health shows total operational expenses of $8,479 for the
week ending June 15; $13,162 for the week ending June 22; $10,750
for the week ending June 29; and $23,902 for the week ending July
6.
The cash collateral consists solely of revenue collected from
patients in exchange for services. Secured creditors include the
Internal Revenue Service and AbbVie, Inc., each asserting secured
claims against $6,100 in personal property assets.
As protection, these secured creditors were granted replacement
liens on assets of the company except avoidance or recovery actions
under Chapter 5 of the Bankruptcy Code.
About Metatron Health LLC
Metatron Health LLC, doing business as Portland Regenerative
Medicine, specializes in cutting-edge regenerative medicine and
aesthetic treatments to enhance health and wellness. It offers
services such as bioidentical hormone replacement therapy, sexual
health treatments, pelvic health solutions, and advanced facial and
body aesthetic procedures like Botox, fillers, CoolSculpting, and
hair restoration.
Metatron Health filed Chapter 11 petition (Bankr. D. Ore. Case No.
25-30533) on February 20, 2025. In its petition, the Debtor
reported between $1 million and $10 million in both assets and
liabilities.
Judge David W. Hercher handles the case.
The Debtor is represented by:
Nicholas J. Henderson, Esq.
Elevate Law Group
Tel: 503-417-0500
Email: nick@elevatelawpdx.com
MICROMOBILITY.COM INC: Financial Strain Raises Going Concern Doubt
------------------------------------------------------------------
micromobility.com, Inc. disclosed in a Form 10-Q Report filed with
the U.S. Securities and Exchange Commission for the quarterly
period ended March 31, 2025, that there is substantial doubt about
its ability to continue as a going concern within the next 12
months.
The Company has experienced recurring operating losses and negative
cash flows from operating activities since its inception.
Net loss for the three months ended March 31, 2025 was $229,000,
compared to $4,519,000 for the three months ended March 31, 2024.
Revenues - Related Party was $477,000 for the three months ended
March 31, 2025, compared to $127,000 for the three months ended
March 31, 2024.
To date, these operating losses have been funded primarily from
outside sources of invested capital. The Company had, and expects
to continue to have, an ongoing need to raise additional cash from
outside sources to fund its operations. Successful transition to
attaining profitable operations depends upon achieving a level of
revenues adequate to support the Company's cost structure.
The Company plans to continue to fund its operations through debt
and equity financing. Debt or equity financing may not be available
on a timely basis on terms acceptable to the Company, or at all.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yb3fe3w7
About micromobility.com Inc.
New York, New York-based micromobility.com, Inc. was an intra-urban
transportation and media company, offering affordable, accessible,
and sustainable forms of personal transportation, and providing
live and non-live media content. During 2024, the Company decided
to exit the mobility and media operations, both in Italy and the
United States of America, due to the high costs and related cash
burn. During the year ended December 31, 2024, the Company shifted
its core business from micromobility and media services to IT
software services. In detail, during 2024 the Company entered into
a Service agreement with Everli S.p.A., a related party (an entity
controlled by the Company's major shareholder), for providing
software development services, which became its core business.
As of March 31, 2025, the Company had $1,384,000 in total assets,
$35,686,000 in total liabilities, and total stockholders' deficit
of $34,302,000.
MULTIBAND FIELD: Hires Foundation Risk as Review Consultant
-----------------------------------------------------------
Multiband Field Services, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Foundation Risk Partners, Corp. dba UIC as collateral review
consultant.
The firm will provide these services:
a. review all MULTIBAND collateral with worker's compensation
coverage policy provider American Insurance Group inclusive of any
claims payments made by AIG to Gallagher Bassett from September 1,
2022 to present;
b. analyze all open and close Auto and Workers Compensation
claims that are secured by the AIG Collateral from the 1/1/10 to
1/1/22 term using currently valued ground-up loss runs;
c. provide an estimate of the return of collateral due to
MULTIBAND both in short, medium, and long term;
d. review each claim file for all open Auto and Workers
Compensation and provide recommendations and strategies to settle
and close the claim -- if allowable in accordance with individual
state Workers Compensation laws; and
e. review and using its intellectual capital with respects to
MULTIBAND exposures, AIG practices, and through same set forth
appropriate arguments for the return of said collateral.ach
iteration.
The firm will be paid at these rates:
Thomas Kovatch $650 per hour
John Negrotto $550 per hour
Senior associates $450 per hour
Associates $250 per hour
The firm will be paid a retainer in the amount of $6,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
John Negrotto, a partner at Foundation Risk Partners, Corp. dba
UIC, 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:
John Negrotto
Foundation Risk Partners, Corp. dba UIC
28 Barkley Circle
Fort Myers, FL 33907
Tel: (239) 278-3939
About Multiband Field Services Inc.
Multiband Field Services Inc. specializes in providing a wide range
of field services to various industries. Their offerings are
tailored to meet the specific needs of each client, ensuring timely
and reliable service.
Multiband Field Services Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-30515) on
February 11, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
Davor Rukavina, Esq. at MUNSCH HARDT KOPF & HARR, P.C. represents
the Debtor as counsel.
MULTIBAND FIELD: Seeks to Hire Lewis & Ellis LLC as Expert
----------------------------------------------------------
Multiband Field Services, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Lewis
& Ellis, LLC as expert.
The firm will provide these services:
a. independently estimate the loss and loss adjustment
reserves for casualty insurance claims incurred by the Debtor; and
b. provide a report to the Debtor regarding how the Lewis &
Ellis reserve estimate was derived and, if applicable, how it
differs from the amounts estimated by American Insurance Group, a
company where Debtor obtained worker's compensation coverage
policies.
The firm will be paid at these rates:
Senior P&C Actuarial Consultants $770 per hour
P&C Actuarial Consultant $500 per hour
Senior Actuarial Analyst $325 per hour
Actuarial Analyst $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Tobleman 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:
Glenn A. Tobleman, Esq.
Lewis & Ellis, LLC
6600 Chase Oaks Blvd, Suite 150
Plano, TX 75023,
Telephone: (972) 850-0850
About Multiband Field Services, Inc.
Multiband Field Services Inc. specializes in providing a wide range
of field services to various industries. Their offerings are
tailored to meet the specific needs of each client, ensuring timely
and reliable service.
Multiband Field Services Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-30515) on
February 11, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
Davor Rukavina, Esq. at MUNSCH HARDT KOPF & HARR, P.C. represents
the Debtor as counsel.
NAPLES ALF: Court OKs Hillsborough Property Sale to NRP Properties
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Fort
Myers Division, has approved Naples Alf Inc. to sell Property in a
private sale, free and clear of liens, claims, and encumbrances.
The Debtor's Property is located at Upper Creek and Cortaro Drive,
Hillsborough County, Florida, an unimproved and vacant and is
approximately 4.38 acres in size.
The Court has authorized the Debtor to sell the Property to NRP
Properties LLC for $3.1 million.
The Debtor is authorized, empowered and directed, without further
order of the Court, to take any and all actions necessary or
appropriate to consummate and close the Sale in accordance with the
terms and conditions of Sale Contract.
The Debtor is directed to perform its covenants and undertakings as
provided in the Sale Contract and any ancillary documents before or
after the Closing Date without further order of the Court.
The Court determined that the Purchaser's offer for the Property is
the highest and best offer for the Property and is approved.
The Purchaser shall be authorized, as of the Closing Date, to
operate under any license, permit, registration, and governmental
authorization or approval of the Debtor attendant to the Property,
and all such licenses, permits, registrations, and governmental
authorizations and approvals are deemed to have been, and directed
to be transferred to the Purchaser as of the Closing Date.
About Naples Alf Inc.
Naples ALF, Inc. filed Chapter 11 petition (Bankr. M.D. Fla. Case
No. 25-00413) on February 19, 2025, listing between $1 million and
$10 million in both assets and liabilities.
Judge Caryl E. Delano oversees the case.
Lisa M. Castellano, Esq., at Venable, LLP is the Debtor's legal
counsel.
NATIONAL FOOD: Seeks to Hire Congeni Law Firm as Counsel
--------------------------------------------------------
National Food & Beverage Foundation seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
Congeni Law Firm as counsel.
The firm will provide these services:
a. advise and consult with the Debtor concerning questions
arising in the conduct of the administration of the estate,
concerning applicant's rights and remedies with regard to
the estate's assets and the claims of secured, priority and
unsecured creditors and other parties in interest;
b. assist in the preparation of such pleadings, motions,
notices and orders as are required for the orderly administration
of this case.
c. appear for, prosecute, defend and represent applicant's
interests in suits arising in or related to this case;
d. investigate and prosecute preference and other actions
arising under the Debtor in Possession's avoiding powers;
e. consult with and advise applicant in connection with the
operation of its business.
f. advise the debtor-in-possession of the requirements of the
Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and the
Local Rules, including without limitation Local Rule 4002-1.
g. advise the debtor-in-possession of its duty to file monthly
reports required by applicable law, rule or regulation, and shall
specifically advise the debtor of the potential consequences of
non-compliance;
h. promptly inform the debtor that they may not pay any debt
or obligation by the debtor on the date of the filing of the
petition.
i. advise the debtor-in-possession of the debtor's obligation
to comply with the Internal Revenue Code and Internal Revenue
Service regulations, including in particular the depository receipt
requirements, and applicable state and local taxation laws.
j. advise the debtor-in-possession of the Operating Guidelines
established by the Office of the U.S. Trustee.
The firm will be paid at these rates:
Leo D. Congeni $350 per hour
Associates $195 per hour
Paralegals $85 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Leo D. Congeni, Esq., a partner at Congeni Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Leo D. Congeni, Esq.
Congeni Law Firm
650 Poydras St., Ste. 2750
New Orleans, LA 70130
Tel: (504) 522-4848
E-mail: leo@congenilawfirm.com
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.
NCR VOYIX: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
-----------------------------------------------------------
Fitch Ratings has upgraded its Long-Term Issuer Default Ratings
(IDRs) for NCR Voyix Corporation and certain subsidiary
co-borrowers to 'BB' from 'BB-' and removed the Rating Watch
Positive (RWP). Its Rating Outlook is Stable. The rating upgrade
reflects NCR Voyix's improved leverage profile following the
divestiture of its digital banking business and the deployment of
net proceeds used to materially reduce debt outstanding.
The issue-level ratings for NCR Voyix's $500 million senior secured
revolving credit facility have also been upgraded to 'BBB-' with a
Recovery Rating of 'RR1' from 'BB+'/'RR2', and its senior unsecured
notes have been upgraded to 'BB'/'RR4' from 'BB-'/'RR4', and the
ratings on the company's convertible preferred stock upgraded to
'BB-'/'RR5' from 'B+'/'RR5'. The credit facility includes two
co-borrower subsidiaries, with full ratings outlined at the end of
this press release. The company terminated its A/R securitization
facility in 2024.
Key Rating Drivers
Corporate Actions' Positive Credit Implications: NCR Voyix has
delevered using proceeds from its digital banking business
divestiture, with Fitch expecting EBITDA leverage in the mid-3.0x
or lower range over the ratings horizon. The company's lower
leverage is offset to some extent by reduced business
diversification given the separation. This is particularly notable
given that the company meaningfully shrunk its business in October
2023 with the spin-off of its ATM operations.
Despite less diversification without digital banking and the
sizable and cash generative ATM business (NCR Atleos Corp.), its
remaining businesses have solid market presences in retail and
restaurants. Voyix will still have material scale with revenue
projected in the low-$2.0 billion range and EBITDA in the
low-to-mid-$400 million range, per Fitch's estimates.
Solid, Less Diversified Market Position: Given the digital banking
divestiture, Voyix now includes NCR's former retail and restaurants
segments. Fitch believes NCR holds solid positioning in each of
these businesses, particularly in retail where it is a market
leader in self-checkout and point of sale hardware and software and
has a strong presence in restaurants with its Aloha software for
point of sale.
Fitch estimates normalized FCF will be positive and in the
low-to-mid-single digits as a percentage of revenue over the
ratings horizon, although one-time costs related to the divestiture
and hardware model transition could impact cash flows in the near
term.
Modest Growth Expectations: Fitch expects Voyix's revenue could
grow in the low-single-digit percentage range over time. Its mix of
one-time revenues will decline following the outsourced design and
manufacturing model (ODM) transition in 2025. Secular drivers
impacting its growth include increased card usage over cash and
greater enterprise reliance on software-centric solutions. EBITDA
and margins are likely to grow faster than revenue over time
largely due to cost reductions, the expected shift to an ODM
hardware model, and operating leverage on revenue growth.
Improving Leverage: Voyix has used most of the proceeds from the
digital banking divestiture to reduce its gross debt outstanding,
improving leverage despite the lower EBITDA base. Fitch calculates
EBITDA leverage of 4.1x for 2024 which could further improve to the
mid-3.0x or lower range in 2025-2026 with gradual expansion,
positioning the company appropriately for the 'BB' IDR. Management
guided net leverage to be approximately 2.0x in the coming years.
CF Lower Post-Separation: Voyix's FCF profile has been negatively
impacted due to the digital banking divestiture and the 2023 ATM
spin-off given one-time expenses. FCF margins could be in the
low-single-digit percentage range over time. NCR has historically
generated solid FCF in the mid-to-high-single-digit range as a
percentage of sales, but the ATM businesses were more profitable.
Recurring Revenue: More than 58% of Voyix's revenue in 2024 was
recurring, including products and services under contract where
revenue is recognized over time. This level of recurring revenue is
materially lower than that of other companies Fitch rates in the
payments and technology industries, partly due to hardware sales,
and is a factor in determining the IDR. However, this will change
with recurring revenue comprising a larger portion following the
ODM transition, expected to be completed in 2025. Management seeks
to grow its recurring revenue, which Fitch believes will occur via
a combination of internal sales initiatives, payment processing
growth and incremental M&A.
Competitive End Markets: Voyix has meaningful presence in its end
markets, but competition is intense and fragmented in several
areas. It has solid market positioning in retail point of sale
(POS), restaurant software and self-checkout systems. This is
evidenced by a marquee customer base that includes Starbucks,
McDonald's, Whole Foods Market and Walmart, among others. However,
it faces a range of competition from fintech providers,
technology-focused disruptors and other entities that could limit
growth over time.
Peer Analysis
Fitch's ratings for NCR Voyix are supported by the company's market
position across its business, the diversification of end markets, a
history of positive FCF generation and manageable leverage for the
rating category. NCR Voyix does not have any direct rating peers
within Fitch's coverage that compete across all its segments given
the diverse nature of its end markets, but Fitch assesses the
rating relative to other payment and technology companies that
provide a range of similar software, hardware and service
offerings.
Compared to Block, Inc. (BBB-/Positive), the company is materially
smaller, has a weaker growth profile and higher leverage. While not
an industry peer, NCR Atleos Corp. (BB-/Stable) has slightly larger
scale, but similar leverage and projected FCF profile.
Unlike other companies Fitch rates in the fintech space, Voyix's
exposure to payments processing is minimal and the company derives
most of its revenue and profitability from software, services and
hardware. It operates a meaningfully lower margin business than
other Fitch-rated fintech peers due to a higher mix of hardware and
services.
Relative to other technology hardware and software providers rated
by Fitch, the company has smaller scale, lower margins and less FCF
generation. Fitch believes the 'BB' IDR fairly captures the risk
profile relative to other companies in Fitch's rated technology and
services universe.
Key Assumptions
- Organic revenue growth in the low-single-digit range in the next
few years, with revenue declines expected in 2025 and 2026 due to
weaker end-market demand in retail and restaurants hardware segment
and hardware transition to an ODM model;
- EBITDA margins increase to 20%+ in the next few years, helped by
a shift away from hardware and a higher mix of software and
services revenue;
- Capex near 6% of revenue;
- EBITDA leverage improved to near 3.0x, given the debt declined in
2024 with proceeds from the digital banking divestiture;
- Floating rate debt assumes SOFR near 3.8% over the ratings
horizon.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustained at or above 3.75x;
- (CFO-capex)/debt expected to be sustained near 5% or below;
- Competitive and/or structural changes to industry that pressure
revenue, EBITDA and/or FCF.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage sustained at or below 3x;
- (CFO-capex)/debt sustained at above 10%.
Liquidity and Debt Structure
Fitch expects Voyix's liquidity to be stable in the near term and
should support its operations, growth and M&A strategy in the
coming years. Liquidity is supported by $573 million of cash and
equivalents at March 2025 and a $500 million senior secured
revolver. FCF could be negatively impacted in 2025 by the digital
banking divestiture and ODM transition; however, Fitch estimates
FCF margins could be in the low-single-digit percentage range in
the next few years.
NCR Voyix's debt structure includes a $500 million multicurrency,
senior secured revolving credit facility (fully available) and $1.1
billion of senior unsecured notes. The majority of Voyix's debt is
fixed rate, including various senior unsecured notes issuances.
Fitch calculates gross debt was $1.38 billion at March 2025,
including $276 million of series A convertible preferred stock
outstanding, which Fitch considers to be debt as per its "Corporate
Hybrids Criteria."
Issuer Profile
NCR Voyix Corporation (known as NCR Corp. prior to October 2023)
operates as a software, services and hardware enterprise solutions
provider, with products targeted at the retail and restaurant
sectors.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
NCR Voyix
Corporation LT IDR BB Upgrade BB-
senior
unsecured LT BB Upgrade RR4 BB-
preferred LT BB- Upgrade RR5 B+
senior
secured LT BBB- Upgrade RR1 BB+
NCR Limited LT IDR BB Upgrade BB-
senior
secured LT BBB- Upgrade RR1 BB+
NCR Nederland
B.V. LT IDR BB Upgrade BB-
senior
secured LT BBB- Upgrade RR1 BB+
NEW GREATER GENERATION: Seeks Cash Collateral Access
----------------------------------------------------
New Greater Generation Funeral Group, LLC asked the U.S. Bankruptcy
Court for the Northern District of Texas, Dallas Division, for
authority to use cash collateral and provide adequate protection.
The Debtor specifically requested authority to use cash collateral
from GCM Funding, LLC (with a secured claim of approximately
$40,000) and Itria Ventures, LLC (with a secured claim of
approximately $190,000) pursuant to a proposed interim budget. This
funding is essential for maintaining the Debtor's operations,
restructuring efforts, and overall case administration, including
payroll, insurance, utilities, and other operating expenses. The
Debtor also asked for permission to use these funds within a
court-approved monthly budget, allowing for a 10% variance per
category.
To protect the interests of its secured creditors, the Debtor
proposed to provide adequate protection through monthly financial
reporting, segregation of funds related to prepetition collateral,
and continued maintenance of appropriate insurance coverage. The
use of cash collateral will terminate upon the earliest of the end
of the approved usage period, a court finding of default or
violation, conversion of the case to Chapter 7, or dismissal of the
bankruptcy case.
The Debtor, a privately-held Texas LLC that owns and operates a
full-service funeral home in DeSoto, Texas, and a satellite
location in Ennis, Texas, has been in operation since 2010. Due to
the lack of alternative unencumbered cash, the Debtor asserts that
without immediate access to cash collateral, it would be forced to
cease operations—causing irreparable harm to the estate and
eliminating any possibility of recovery for unsecured creditors.
The Debtor emphasized that the proposed use of funds is limited to
what is necessary to avoid immediate and irreparable harm during
the interim period leading up to a final hearing.
About New Greater Generation Family Funeral
Group
New Greater Generation Family Funeral Group LLC operates funeral
and cremation services under the name Eternal Rest Funeral Chapel
in DeSoto, Texas. The Company is part of a broader network with
locations in Dallas, Plano, and Ennis.
New Greater Generation Family Funeral Group LLC sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No.
25-32027) on May 31, 2025. In its petition, the Debtor
reports estimated assets and liabilities between $1 million and
$10 million each.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
The Debtors are represented by Marilyn D. Garner, Esq. at LAW
OFFICE OF MARILYN D. GARNER.
NEW HOME: Moody's Assigns B2 Rating to New Unsecured Notes Due 2030
-------------------------------------------------------------------
Moody's Ratings assigned a B2 rating to the proposed senior
unsecured notes due 2030 of The New Home Company Inc. (New Home).
All other ratings remain unchanged, including New Home's B2
corporate family rating, B2-PD probability of default rating (PDR),
and the B2 rating on the 9.25% senior unsecured notes due 2029. The
outlook remains positive.
Proceeds from the issuance will be used to partially fund the
previously announced acquisition of Landsea Homes Corp. Total
financing for the $1.2 billion acquisition includes new cash equity
of $700 million from New Home's majority shareholder, Apollo, up to
$700 million of committed land banking capital from Millrose
Properties and the proposed senior notes.
Despite the increase in absolute debt levels, the Landsea Homes
acquisition will still support deleveraging. Pro forma for the
transaction Moody's still expect gross homebuilding debt to book
capitalization to decline from 50% as of March 31, 2025.
RATINGS RATIONALE
New Home's B2 CFR reflects its prudent land acquisition strategy,
emphasis on building more affordable homes, and ongoing efforts to
reduce leverage. However, these strengths are balanced by the
company's small size compared to publicly rated peers, limited net
worth, and geographic concentration in California. The acquisition
of Landsea will reduce some of these risks.
The rating also considers industry-wide cost pressures, such as
rising land, labor and materials costs, that could affect profit
margins, along with the cyclical nature of the homebuilding sector,
which may lead to extended periods of declining revenue.
Additionally, near-term volatility in the housing market, driven by
economic uncertainty and weak consumer confidence, could challenge
New Home's ability to successfully integrate the Landsea
acquisition.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded should New Home close and
successfully integrate the Landsea acquisition, resulting in
increased scale and geographic diversification. A ratings upgrade
would also reflect the maintenance of conservative credit metrics,
including homebuilding debt to book capitalization below 50% and
EBIT to interest coverage maintained above 3.0x. Finally, upward
ratings movement would require maintenance of positive industry
conditions, good liquidity and sustained positive free cash flow to
fund growth.
The ratings could be downgraded if debt to book capitalization
approaches 60%, EBIT to interest coverage declines below 2.0x, or
if the company's liquidity were to weaken. A downgrade could also
result from weakening industry conditions causing meaningful
declines in revenue and gross margin.
The principal methodology used in this rating was Homebuilding And
Property Development published in October 2022.
NIKOLA CORP: Chapter 11 IP Sale Covers EV, Hydrogen Assets
----------------------------------------------------------
Hilco Streambank, a market-leading advisory firm specializing in
the monetization of intangible assets, announced that it is seeking
offers to acquire the intellectual property and related intangible
assets of Nikola Corporation, a pioneer in hydrogen fuel cell and
battery-electric vehicle technologies.
Indications of interest are due June 18, 2025.
Founded in 2015, Nikola led the development of proprietary
technology for the next generation of zero-emission vehicles and
associated hydrogen infrastructure. The company manufactured both
battery-electric and hydrogen fuel cell Class 8 trucks, with nearly
330 units delivered to date. Nikola's vehicle-to-cloud digital
ecosystem and hydrogen refueling systems are supported by a
portfolio of differentiated IP assets with broad application across
clean mobility and energy markets.
Available Assets Include:
-- Full-Stack Vehicle-to-Cloud Software Platform
-- Supporting advanced diagnostics, remote configuration, route
analytics, and encrypted fleet management
-- Active U.S. & International Patents and Applications
-- Covering fuel cell systems, battery management, thermal systems,
EV drivetrain design, hydrogen refueling, and more
-- Registered U.S. & International Trademarks & Domain Names
-- Featuring the globally recognized NIKOLA(R) brand
-- 5 Million+ Miles of Real-World EV Truck Analytics
-- Enabling insight-rich optimization for commercial fleet
operations
"Nikola has developed a robust portfolio of innovative solutions
across hydrogen and battery-electric vehicle technologies, with
global brand equity and a strategic patent portfolio cited by
leading OEMs," said David Peress, Executive Vice President of Hilco
Streambank. Peress continued, "This portfolio offers a compelling
range of opportunities for a broad spectrum of buyers including
vehicle OEMs looking to accelerate hydrogen or battery-electric
programs, energy companies pursuing vertical integration, or
technology investors seeking a defensible and scalable platform in
the software-defined vehicle space, this offering delivers the
tools to support rapid innovation, market entry, and strategic
differentiation."
Interested parties may submit offers for all or a portion of the
assets. For further information or to request access to diligence
materials, please contact the Hilco Streambank deal team at
project+nikola@hilcoglobal.com.
Nikola and various of its affiliates are debtors in Chapter 11
proceedings in the U.S. Bankruptcy Court for the District of
Delaware (Case No. 25-10258). The sale of Nikola's intangible
assets and Hilco Streambank's retention are subject to bankruptcy
court approval.
About Hilco Streambank: Hilco Streambank is a market-leading
advisory firm specializing in intellectual property valuation,
advisory, and monetization. Having completed numerous transactions,
including sales in publicly reported transactions, private
transactions, and online sales through IPv4.Global, Hilco
Streambank has established itself as the premier intermediary in
the consumer brand, internet, technology, and telecom communities.
Hilco Streambank is part of Northbrook, Illinois-based Hilco
Global, the world's leading authority on maximizing the value of
business assets by delivering valuation, monetization, and advisory
solutions to an international marketplace. Hilco Global operates
more than twenty specialized business units offering services that
include asset valuation and appraisal, retail and industrial
inventory acquisition and disposition, real estate, and strategic
capital equity investments.
About Nikola Corp.
Nikola Corporation manufactures commercial vehicles. The Company
provides battery and hydrogen fuel-cell electric vehicles,
drivetrains, components, energy storage systems, fueling station
infrastructure, and other transportation solutions. Nikola serves
customers worldwide.
Nikola Corp. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 25-10258) on February 19, 2025. In
its petition, the Debtor reports estimated assets between $500
million and $1 billion, with liabilities ranging from $1 billion to
$10 billion.
Honorable Bankruptcy Judge Thomas M. Horan handles the case.
The Debtor is represented by M. Blake Cleary, Esq. at Potter
Anderson & Corroon LLP.
NO RUST: Trustee Can Recover Yellow Turtle Postpetition Transfer
----------------------------------------------------------------
Judge Peter D. Russin of the United States Bankruptcy Court for the
Southern District of Florida granted final judgment in favor of
Sonya Salkin Slott, No Rust Rebar's Chapter 7 trustee, with respect
to a postpetiton transfer in the adversary proceeding captioned as
Sonya Salkin Slott, Chapter 7 Trustee, Plaintiff, v. Yellow Turtle
Design, LLC, Defendant, Adv. Proc. No. 23-01087-PDR (Bankr. S.D.
Fla.).
No Rust was a Florida corporation formed in 2015. Its business
centered on commercializing a proprietary process for manufacturing
rebar from basalt fiber which was purportedly developed by its
principal, Don Smith. Smith operated No
Rust alongside several other of his closely held entities,
including Raw Materials Corp., Raw Energy Materials, Inc, Raw, LLC,
and most importantly for this proceeding, Global Energy Sciences,
LLC. These entities, together with No Rust, were referred to
collectively by Smith as "the Family" and shared physical space,
staff, and .financial resources
On Feb. 3, 2023, the Trustee filed a motion in the main case to
substantively consolidate the assets and liabilities of RMC, REM,
Raw, and GES into the No Rust estate.
On April 5, 2023, the Trustee commenced this adversary proceeding
against Yellow Turtle and GES because she had discovered that, on
June 10, 2021 -- after the No Rust Petition Date -- GES transferred
by check the amount of $140,000 to Yellow Turtle as repayment for a
pre-petition loan. The Court did not authorize the Transfer. In her
initial complaint, the Trustee sued Yellow Turtle pursuant to 11
U.S.C. Sec. 549 to avoid and recover the Transfer and sued GES
seeking a declaratory judgment that it was the alter ego of No
Rust.
To prevail under Sec. 549(a), a trustee must establish the
following elements:
(i) there was a transfer;
(ii) the transfer involved property of the estate;
(iii) the transfer occurred after the commencement of the case;
and
(iv) the transfer was not authorized by the Bankruptcy Code or by
order of the
Court.
The Court finds the assets of GES, including the $140,000
transferred to Yellow Turtle postpetition, were substantively
consolidated with the Debtor's, as of the No Rust Petition Date,
and were therefore property of the bankruptcy estate under 11
U.S.C. Sec. 541 as a matter of law.
The Transfer to Yellow Turtle was made after the No Rust Petition
Date and was made therefore, by definition, postpetition. It is
undisputed that Smith as the principal of the Debtor, which
included GES, did not obtain Court approval of the Transfer.
Yellow Turtle argues that because the Substantive Consolidation
Order had not yet been entered at the time of the Transfer, and
because GES -- the transferor -- had not independently filed for
bankruptcy, the Transfer cannot be deemed "postpetition." It
further contends that it lacked notice and could not have
reasonably foreseen that substantive consolidation would be
ordered.
According to the Court, the timing of the entry of the Substantive
Consolidation Order is legally irrelevant to the analysis because,
as ordered, substantive consolidation was effective as of the No
Rust Petition Date. As a result, GES's assets and liabilities were
deemed consolidated with No Rust and were part of the bankruptcy
estate as of that date. Therefore, the Transfer -- which occurred
after the No Rust Petition Date -- occurred postpetition as a
matter of law, the Court concludes.
The Trustee also need not prove that Yellow Turtle -- or any party
-- anticipated that substantive consolidation would occur
The Court finds that the Transfer must be avoided and that Yellow
Turtle, as the initial transferee, is liable.
The Trustee has demonstrated, and Yellow Turtle has failed to
rebut, that:
(i) the $140,000 Transfer was of estate property;
(ii) the Transfer occurred postpetition;
(iii) the Transfer was not authorized under the Bankruptcy Code or
by Court order;
and
(iv) the Defendant was the initial transferee.
The record leaves no doubt that Yellow Turtle received funds
belonging to the bankruptcy estate without prior Court approval.
The Bankruptcy Code does not permit such postpetition transfers to
stand. The Trustee is therefore entitled to judgment under 11
U.S.C. Secs. 549 and 550.
Therefore, the Court orders:
1. The postpetition transfer of $140,000 to Yellow Turtle
Design, LLC is avovided pursuant to 11 U.S.C. Sec. 549.
2. Sonya Salkin Slott, Trustee is authorized to recover $140,000
from Yellow Turtle Design, LLC pursuant to 11 U.S.C. Sec. 550.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=QzGP9Z from PacerMonitor.com.
About No Rust Rebar
No Rust Rebar is a Pompano Beach, Fla.-based company that
manufactures and sells composite reinforcement for concrete.
No Rust Rebar filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No, 21-12188) on
March 5, 2021. Don Smoth, president, signed the petition. At the
time of the filing, the Debtor disclosed $1,763,496 in assets and
$4,378,630 in liabilities. Judge Peter D. Russin oversees the
case. Kevin Christopher Gleason, Esq., at Florida Bankruptcy
Group, LLC, serves as the Debtor's legal counsel.
The case was converted to Chapter 7 in May 2022. Sonya Salkin Slott
is the Chapter 7 trustee.
NORTH HOUSTON: Gets Interim OK to Use Cash Collateral Until June 24
-------------------------------------------------------------------
North Houston Heart and Vascular Associates PA got the green light
from the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, to use cash collateral.
The court's order authorized the Debtor's interim use of cash
collateral through June 24 consistent with its budget.
Secured creditors with perfected interests in the cash collateral
as of the petition date were granted replacement liens on
post-petition accounts receivable, contract rights, and deposit
accounts, with the same priority as their pre-bankruptcy
interests.
In addition, the secured creditors will receive cash advances as
further protection.
The next hearing is scheduled for June 24.
The Debtor needs to use cash collateral to cover essential business
expenses such as payroll, supplies, and general operations. Without
access to this funding, it would be forced to cease operations. The
Debtor operates a medical practice, and its income is derived from
ongoing services, which it proposes to deposit into a
debtor-in-possession account pending court approval or creditor
consent.
About North Houston Heart and Vascular
Associates
North Houston Heart and Vascular Associates PA, dba The Vein
Institute & MediSpa, based in Humble, Texas, provides vascular care
services in the greater Houston area. The clinic specializes in the
prevention, diagnosis, and minimally invasive treatment of vascular
conditions, including laser vein procedures. It was founded by Dr.
Raymond Little, a board-certified cardiovascular specialist.
North Houston Heart and Vascular Associates PA sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 25-32960) on May 28, 2025. In its
petition, the Debtor reports total assets of $3,578,969 and total
liabilities of $1,499,863.
Judge Eduardo V. Rodriguez oversees the case.
The Debtors are represented by Phillip Yates, Esq. at LAW OFFICE OF
YATES & ASSOCIATES, PLLC.
NORTH MISSISSIPPI: Hires Williams Pitts & Beard as Accountant
-------------------------------------------------------------
North Mississippi Media Group, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Mississippi to employ
Williams, Pitts & Beard, PLLC as accountant.
The firm will provide these services:
a. assume primary responsibility for the filing of necessary
tax returns;
b. prepare financial statements in accordance with the tax
basis of accounting and apply accounting and financial reporting
expertise to assist the Debtor in the presentation of financial
statements;
c. provide general accountant services as the Debtor may
require from time-to-time.
The firm will be paid at these rates:
-- Accounting services $550 per month
-- Annual 1099 $150 processing charge, $8 per form
-- Annual W2 $150 processing fee, $8 per form
Corinna May, a partner at Williams, Pitts & Beard, PLLC, 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:
Corinna May
Williams, Pitts & Beard, PLLC
2042 MCingvale Road
Hernando, MS 38632
Telephone: (662) 429-4436
About North Mississippi Media
North Mississippi Media Group, LLC was formed in 2016 and is the
operator of radio station 95.3 WEBL, and 100.1 FM (translator
W261CE).
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 24-12920) on
Sept. 20, 2024, listing $1,000,001 to $10 million in both assets
and liabilities.
The Debtor tapped Craig M. Geno, Esq., at Law Offices of Craig M.
Geno, PLLC as bankruptcy counsel and Anne Goodwin Crump, Esq., at
Fletcher, Heald & Hildreth, PLC as special counsel.
NORTIA LOGISTICS: Section 341(a) Meeting of Creditors on July 10
----------------------------------------------------------------
On June 9, 2025, Nortia Logistics Inc. filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Northern District of Illinois.
According to court filing, the Debtor reports $5,793,218 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 July 10,
2025 at 01:30 PM at Appear by Teams.
About Nortia Logistics Inc.
Nortia Logistics Inc. is a privately held, asset-based logistics
provider founded in 2012 and headquartered in Franklin Park, IL. It
specializes in multimodal freight transportation -- covering
full-truckload (FTL), less-than-truckload (LTL), and intermodal
services -- as well as warehousing, with operations across the U.S.
and Canada.
Nortia Logistics Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-08699) on June 2,
2025. In its petition, the Debtor reports estimated assets of
$1,357,500 and total liabilities of $5,793,218.
Honorable Bankruptcy Judge Timothy A. Barnes handles the case.
The Debtors are represented by David Freydin, Esq. at LAW OFFICES
OF DAVID FREYDIN.
NXT ENERGY: Ataraxia Converts $2.3M Debentures, Gains 14.6% Stake
-----------------------------------------------------------------
NXT Energy Solutions Inc. announced that Ataraxia Capital, has
converted all its debentures, totaling US$2,300,000, into
13,540,208 common shares of the Corporation.
Ataraxia now owns approximately 14.6% of the issued and outstanding
common shares of NXT.
Bruce G. Wilcox, CEO of NXT said, "We are very pleased that our
strategic alliance partner Ataraxia, is now a significant
shareholder. I especially express my gratitude to Dr. Daere Akobo,
CEO of Ataraxia, for his leadership and support during this period
of change for NXT."
About NXT Energy
NXT Energy Solutions Inc. is a Calgary-based technology company
whose proprietary SFD survey system utilizes quantum-scale sensors
to detect gravity field perturbations in an airborne survey method.
This system can be used both onshore and offshore to remotely
identify areas with exploration potential for traps and reservoirs.
The SFD survey system enables the Company's clients to focus their
hydrocarbon exploration decisions concerning land commitments, data
acquisition expenditures, and prospect prioritization on areas with
the greatest potential. SFD is environmentally friendly and
unaffected by ground security issues or difficult terrain and is
the registered trademark of NXT Energy Solutions Inc. NXT Energy
Solutions provides its clients with an effective and reliable
method to reduce time, costs, and risks related to exploration.
Calgary, Canada-based MNP LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated March
27, 2025, citing that the Company's current cash position is not
expected to be sufficient to meet the Company's obligations and
planned operations for a year beyond the date of auditor's report,
unless additional financing is obtained or new revenue contracts
are completed. This raises substantial doubt about the Company's
ability to continue as a going concern.
OMNITEK ENGINEERING: Financial Uncertainty Cast Going Concern Doubt
-------------------------------------------------------------------
Omnitek Engineering Corp. disclosed in a Form 10-Q Report filed
with the U.S. Securities and Exchange Commission for the quarterly
period ended March 31, 2025, that there is substantial doubt about
its ability to continue as a going concern.
Historically, the Company has incurred net losses and negative cash
flows from operations. As of March 31, 2025, the Company had an
accumulated deficit of $22,054,144 and total stockholders' deficit
of $1,373,779. At March 31, 2025, the Company had current assets
of $855,053 including cash of $45,830, and current liabilities of
$2,185,534, resulting in negative working capital of $1,330,481.
For the three months ended March 31, 2025, the Company reported a
net loss of $26,660 and net cash used in operating activities of
$109,115.
Management believes that based on its operating plan, the projected
sales for 2025, combined with funds available from its working
capital will be sufficient to fund operations for the next 12
months. However, there can be no assurance that operations and
operating cash flows will continue at the current levels or improve
in the near future. Whether, and when, the Company can attain
profitability and positive cash flows from operations is uncertain.
The Company is also uncertain whether it can raise additional
capital. These uncertainties cast substantial doubt upon the
Company's ability to continue as a going concern for a period of
one year from the issuance of the financial statements for the
quarterly period ended March 31, 2025.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/32svsbcn
About Omnitek Engineering
Omnitek Engineering Corp. develops and sells proprietary
diesel-to-natural gas engine conversion systems and complementary
products, including new natural gas engines that utilize the
company's patented technology. The proprietary diesel-to-natural
gas engine conversion technology has established Omnitek as a
leader in the industry and has been used to convert over 5,000
engines worldwide. Omnitek offers a total-system approach and is
dedicated to providing global customers with innovative alternative
energy and emissions control solutions that are sustainable and
affordable.
As of March 31, 2025, the Company has $1,054,462 in total assets,
$2,428,241 in total liabilities, and total stockholders' deficit of
$1,373,779.
ONTRAK INC: Losses and Debt Risks Raise Going Concern Doubt
-----------------------------------------------------------
Ontrak, Inc. disclosed in a Form 10-Q Report filed with the U.S.
Securities and Exchange Commission for the quarterly period ended
March 31, 2025, that there is substantial doubt about its ability
to continue as a going concern.
Ontrak have incurred significant net losses and negative operating
cash flows since its inception, and it expects to continue to incur
net losses and negative operating cash flow, in part due to the
negative impact on its operations by customer terminations.
The Company said, "As of March 31, 2025, our total cash was $4.1
million and we had negative working capital of approximately $3.1
million. For the three months ended March 31, 2025, our average
monthly cash burn rate from operations was $0.9 million. Net loss
for three months ended March 31, 2025 was $6.9 million, compared to
$4.5 million for the same period in 2024."
"As of March 31, 2025, we had $13.5 million of secured debt,
including accrued paid-in-kind interest, outstanding, all of which
is represented by senior secured promissory notes issued under the
Keep Well Agreement. On May 9, 2025, we borrowed an additional $0.5
million under the Keep Well Agreement. Under the May 2025
Agreement, Acuitas (i) committed to purchase up to an additional $5
million in principal amount of Demand Notes and up to $5 million in
principal amount of senior secured non-convertible promissory
notes, and (ii) agreed not to exercise its right to require that
any amounts due under any Demand Note or any senior secured
non-convertible promissory note be paid until the earlier of (a)
September 1, 2026 and (b) 30 days following the date on which
Acuitas has purchased all $5 million in principal amount of the
senior secured non-convertible promissory notes. As of the filing
date of this report, approximately $14.4 million of secured debt,
including accrued paid-in-kind interest, issued under the Keep Well
Agreement is outstanding, $11.6 million of which is represented by
Demand Notes payable upon demand of the holder at any time after
the earlier of (y) September 1, 2026 and (z) 30 days following the
date on which Acuitas has purchased all $5 million in principal
amount of the senior secured non-convertible promissory notes, and
the balance of which matures on May 14, 2026, unless it becomes due
and payable in full earlier, whether by acceleration or
otherwise."
"The Keep Well Agreement includes the following financial
covenants: a requirement that annualized consolidated recurring
revenue for the preceding twelve months be at least $11 million
tested monthly, and a requirement that consolidated liquidity must
be greater than $5 million at all times. In addition, the Keep Well
Agreement contains various financial and other covenants, and any
non-compliance with those covenants could result in an acceleration
of the repayment of the amounts outstanding thereunder. At March
31, 2025, we were not in compliance with either of the consolidated
liquidity or consolidated recurring revenue covenants. On April 8,
2025, we and Acuitas entered into an agreement under which Acuitas
waived (a) any non-compliance and/or violation of each of those
covenants through and including June 30, 2025, and (b) solely with
respect to our consolidated financial statements for the year ended
December 31, 2024, any non-compliance and/or violation of the
covenant in the Keep Well Agreement requiring that such financial
statements and the report of our auditor thereon be unqualified as
to going concern. There can be no assurance that we will receive a
waiver from Acuitas for any future defaults under the Keep Well
Agreement."
"Management is actively pursuing execution of the Company's growth
strategy and has been engaged in discussions with prospects in its
sales pipeline as well as in discussions with existing customers to
expand their business relationship with the Company. There can be
no assurance that the Company will be successful in any of these
endeavors."
"Under applicable accounting standards, our management has the
responsibility to evaluate whether conditions or events raise
substantial doubt about our ability to meet our future financial
obligations as they become due within 12 months from the date the
financial statements in this report are released. Based on our
current analysis of the conditions described above and our forecast
of our future operating results, we will require additional capital
to fund our operations through the next 12 months from the date the
financial statements in this report are released. Accordingly,
management has concluded that these circumstances raise substantial
doubt about our ability to continue as a going concern."
"In addition to potentially borrowing additional funds under the
Keep Well Agreement, we are currently seeking to raise capital;
however, when we can raise such capital, and how much we can raise,
depends on a variety of factors, including, among others, market
conditions, the trading price of our common stock, and our business
prospects. We do not know whether, and no assurances can be given
that, capital will be available to us, including under the Keep
Well Agreement, on terms favorable to us and our stockholders or at
all. Further, additional borrowings under the Keep Well Agreement
and/or an equity financing may have a dilutive effect on the
holdings of our existing stockholders. If additional adequate
capital is not available or is not available on acceptable terms,
we will need to reevaluate our planned operations and may need to
cease operations, file for bankruptcy, liquidate, and/or wind-up
our affairs. As noted above, as of the filing date of this report,
we have approximately $14.4 million of secured debt outstanding
under the Keep Well Agreement. If we become unable to continue as a
going concern or if Acuitas were to exercise its rights under the
Keep Well Agreement in the event of default thereunder, Acuitas
would have the rights of a secured creditor with a first priority
lien on our assets, including, the right to collect, enforce or
satisfy any secured obligations then owing, including by
foreclosing on the collateral securing our obligations under the
Keep Well Agreement (which generally comprise all of our assets),
and our other stockholders may lose all or part of their investment
in our common stock."
"We prepared the accompanying consolidated financial statements on
a going concern basis, which assumes that we will realize our
assets and satisfy our liabilities in the normal course of
business. As discussed above, we do not believe that our cash on
hand and other sources of capital will be sufficient to allow us to
meet our obligations as they come due and to continue our operating
activities for at least the next 12 months from the date the
financial statements in this report are released. These factors
raise substantial doubt about our ability to continue as a going
concern. The accompanying financial statements do not include any
adjustments to reflect the possible future effects on the
recoverability and reclassification of assets or the amounts and
classifications of liabilities that may result from the outcome of
the uncertainty of our ability to remain a going concern," the
Company concluded."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mrjh6j46
About Ontrak Inc.
Ontrak, Inc. was founded with a passion for engaging with and
transforming health outcomes for anyone impacted by behavioral
health conditions through its Wholehealth+ and accompanying suite
of solutions. Ontrak is a value-based behavioral healthcare company
that identifies and engages people with unmet health needs using
our proprietary Advanced Engagement System to improve clinical
outcomes and reduce total cost of care.
As of March 31, 2025, the Company had $18.3 million in total
assets, $13.6 million in total liabilities, and total stockholders'
equity of $4.6 million.
OWENS & MINOR: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Owens & Minor, Inc.'s (OMI) Long-Term
(LT) Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook,
concluding a prior Rating Watch Negative. The company's long-term
secured debt is affirmed at 'BB+' with a Recovery Rating of 'RR2',
while its senior unsecured debt is affirmed at 'BB-'/'RR4'.
The affirmation follows OMI's decision to terminate its acquisition
of Rotech Healthcare, which Fitch views positively as it avoids a
significant increase in leverage. Fitch believes this move will
help align OMI's EBITDA leverage and CFO-Capex/Debt ratios with
current rating sensitivities. Additionally, if OMI successfully
divests its Products & Healthcare Services (P&HS) segment, Fitch
expects any net proceeds to be used for debt reduction, further
supporting the company's financial profile and maintaining its
credit metrics within the affirmed rating thresholds.
In addition, Fitch has assigned a 'BB-' Long-Term IDR at to Apria,
Inc. and a 'BB+'/'RR2' to the 'new senior secured debt ratings,
consistent with OMI's current Long-Term IDR and senior secured debt
ratings.
Key Rating Drivers
Termination of the Rotech Merger Agreement: Fitch views the
termination of the Rotech merger agreement positively for OMI's
credit profile because it eliminates the potential for an
additional $1.4 billion of debt, which was expected to limit OMI's
financial flexibility and lead to higher debt service costs. Such
costs would have materially dampened OMI's FCF. Moreover, with much
less debt, Fitch believes that OMI will be free to pursue other
opportunities supporting the Patient Direct segment with
substantially less financial leverage.
The ratings on the $1.4 billion of new debt arranged for the Rotech
acquisition will be withdrawn upon receipt of final documentation
that such debt has been either redeemed or cancelled, accordingly.
Potential Sales of P&HS Segment: OMI announced on Feb 28, 2025,
that it is actively engaged in discussions regarding the potential
sale of its P&HS segment. Fitch views OMI's potential sale of its
P&HS segment as a positive step for its credit profile. The use of
sale proceeds to reduce debt could provide OMI with a cushion to
manage future growth opportunities with less financial leverage and
reduce the risk of a downgrade, all else being equal, if OMI's
existing operations underperform Fitch's expectations.
If OMI prioritizes debt reduction over business expansion, it might
deleverage more quickly. The ultimate impact on OMI's leverage and
ratings depends on the successful execution of the P&HS
divestiture. The completion of the divestiture and the use of
proceeds will influence OMI's position within the Rating
Sensitivities. OMI's leverage is expected to fall within its
current rating sensitivities by YE 2025 and thereafter,
irrespective of whether the sale of P&HS segment occurs in 2025 or
beyond. Therefore, Fitch's current Rating Outlook has been revised
to Stable. If the P&HS segment divestiture results in OMI's EBITDA
leverage expected to remain above 4.0x, it could face negative
rating pressure.
Favorable Outlook for Home Healthcare: Rising demand in the home
healthcare market presents growth opportunities. The 2022
acquisition of Apria, Inc., a leading U.S. home medical equipment
provider, fits well in this market. Fitch believes the aging U.S.
population, rising levels of chronic conditions and increasing
preference for home care will contribute to high single-digit
revenue growth. The home-based care market also offers higher
margins than the core distribution business of medical products and
aligns with the focus of payors and physicians pursuing more
value-based care models. Fitch has conservatively modelled its
growth assumptions for the Patient Direct business over the
forecast period, which provides some additional cushion in the
company's likelihood of remaining with its rating sensitivities.
Modest OMI EBITDA Momentum: Fitch's estimate of OMI's standalone
adjusted EBITDA is higher for 2024 compared to 2023, albeit
modestly, as product demand accelerates. The quality of EBITDA
continues to be constrained by persistent exit and realignment
costs, but Fitch believes such costs will decline following the
sale of the P&HS segment.
Light Cash Conversion: OMI's FCF is thin relative to EBITDA,
impacted by unfavorable working capital changes and high exit and
re-alignment costs. The company relies on external liquidity
sources like credit facilities, securitization and factoring
programs, indicating insufficient cash flow from operations for
investments. The exit of the P&HS segment is expected to
significantly lower OMI's working capital investment needs and
improve its cash flow conversion.
Corporate Governance: OMI's board has shown strategic flexibility
by terminating the Rotech acquisition due to regulatory hurdles and
high costs. This decision, along with plans to divest its core P&HS
business, reflects a major strategic pivot. While these moves may
unlock value and sharpen focus on home health, they also suggest a
reactive approach. As a result, Fitch has raised its ESG score for
Management Strategy to '4' from '3' because of the significant pace
of change raises questions about long-term planning and
consistency. Overall, the board appears pragmatic but may face
scrutiny over the clarity of its strategic vision.
Peer Analysis
OMI's much higher leverage and smaller scale compared with other
distributors such as Cardinal Health (BBB/Stable) and McKesson
Corp. (A-/Stable) lead Fitch to rate the company below those peers.
OMI competes with other large national distributors, such as
Medline Borrower, LP (BB-/RWP); customer self-distribution models;
and, to a lesser extent, certain third-party logistics companies.
In contrast to other larger distributors, Fitch considers OMI less
diversified in terms of customers, revenues and suppliers. Apria
has helped to improve OMI's profile by offering higher-margin
growth through the patient direct marketplace.
OMI's revenues and profitability are expected to remain well below
Medline's. OMI has been more profitable than Cardinal's Global
Medical Products and Distribution segment despite OMI's smaller
revenue base.
Fitch uses the strong parent approach to assess the overall linkage
between OMI and its subsidiaries. The assessment reflects high
legal, operational and strategic incentives between the parent and
subsidiaries. Fitch consolidated the parent and subsidiary IDRs in
light of those strong ties. A key legal factor is that across the
entire capital structure, there are cross-default provisions
between the company's revolving credit agreement, term loan
agreement, 2029 notes, 2030 notes, and a receivables financing
agreement.
Key Assumptions
- The P&HS segment is divested effective Jan 1, 2026, and the
forecast includes only the Patient Direct Segment thereafter; net
proceeds from the divestiture are assumed to be applied for debt
reduction with the Term Loan A being paid first.
- The P&HS segment is expected to perform in line with the 2024
results; thereafter, only the Patient Direct Segment is included in
revenues increasing at 1% through to 2028;
- Operating EBITDA margins increase to approximately 16% following
the divestiture of the P&HS segment;
- CFO, along with external sources of working capital borrowing, to
be sufficient to fund internal growth and capex; capex and working
capital needs decline materially following the P&HS segment
divestiture;
- Interest expense declines with the reduced level of debt;
effective interest cost declines to below 6% over the forecast
period.
- EBITDA leverage declines below 4.0x as a result of reduced debt
and sale of the P&HS segment;
- No material common dividends or share repurchases through to
2028;
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Substantial dependence on external liquidity facilities for
working capital needs;
- Increased level of debt for shareholder returns (dividends or
share repurchases) or highly leveraged acquisitions that Fitch
expects will raise business and financial risks without sufficient
returns;
- Loss of health care provider customers or a GPO that causes a
material loss of revenue and EBITDA;
- Gross EBITDA leverage sustained above 4.0x and cash
flow-capex/debt sustained below 5.0%.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Reduced dependence on short-term borrowing for working capital
needs;
- Top-line growth sustained at 4% or higher, balanced across
segments and geographies, and supported by consistent service
levels and customer persistency;
- Gross EBITDA leverage sustained below 3.0x and cash
flow-capex/debt above 7.5%.
Liquidity and Debt Structure
OMI's primary liquidity sources include cash from operations, a
$450 million RCF, and its Receivables Sale Program. FCF remains
constrained relative to EBITDA due to negative working capital
shifts, driven by inventory buildup ahead of new distribution
centers and tariff anticipation, and ongoing restructuring costs.
This underscores OMI's reliance on external financing to support
operations and capital investments. OMI's working capital
investment should decrease materially following the divestiture of
the P&HS segment.
In October 2024, OMI replaced its prior $200 million receivables
purchase agreement with a new Receivables Sale Program, allowing
for up to $450 million in receivables sales. As of March 31, 2025,
$343 million of receivables had been sold, with $209 million
collected. Fitch reinstates uncollected receivables on the balance
sheet and adjusts operating and financing cash flows accordingly,
per its "Corporate Rating Criteria." OMI no longer anticipates
using the prior RPA.
OMI's debt profile includes a $393 million Term Loan A maturing in
March 2027, with remaining debt due in 2029 and 2030. As of March
31, 2025, $98 million was drawn on the revolver, with $318 million
in availability. Fitch expects available cash and modest FCF to
cover debt service through 2027, assuming SOFR remains between 4.0%
and 4.3%.
Issuer Profile
Owens & Minor, Inc. and subsidiaries is a global healthcare
solutions company integrating product manufacturing and delivery,
home health supply, and perioperative services to support care
through the hospital and into the home.
Summary of Financial Adjustments
Historical and projected EBITDA are adjusted principally for
non-recurring expenses, including acquisition-related costs. Fitch
has reinstated the balance of accounts receivables that were
treated as sold under OMI's master receivables purchase agreement
on the balance sheet with a related addition to debt; accordingly,
cash flow from operating and financing activities have also been
adjusted.
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
Owens & Minor, Inc. has an ESG Relevance Score of '4' for
Management Strategy due to recent significant pace of strategic
change, which invites questions about the coherence and stability
of the company's vision, which may constrain or adversely affect
its credit profile, and is relevant to the ratings in conjunction
with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Barista Acquisition I,
LLC LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
O&M Halyard, Inc. LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
Owens & Minor, Inc. LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
senior secured LT BB+ Affirmed RR2 BB+
Byram Healthcare
Centers, Inc. LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
Owens & Minor
Medical, Inc. LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
Barista Acquisition
II, LLC LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
Apria, Inc. LT IDR BB- New Rating
senior secured LT BB+ New Rating RR2
Owens & Minor
Distribution, Inc. LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
PAI HOLDCO: Virtus Opportunities Marks $239,000 Loan at 16% Off
---------------------------------------------------------------
Virtus Opportunities Trust has marked its $239,000 loan extended to
PAI Holdco, Inc to market at $200,000 or 84% of the outstanding
amount, according to a disclosure contained in Virtus
Opportunities's Form N-CSR for the Fiscal year ended March 31,
2025, filed with the Securities and Exchange Commission.
Virtus Opportunities is a participant in a Leveraged Loan to PAI
Holdco, Inc. The loan accrues interest at a rate of 8.302% Tranche
B (3 Month Term SOFR + 4.012%) per annum. The loan matures on
October 28, 2027.
Virtus Opportunities is organized as a Delaware statutory trust and
is registered under the Investment Company Act of 1940, as amended
as an open-end management investment company.
As of the date of these financial statements, 18 funds of the Trust
are offered for sale, of which 7 are reported in these financial
statements. Each Fund has a distinct investment objective and all
of the Funds are diversified.
Virtus Opportunities is led by George R. Aylward, President; and W.
Patrick Bradley, Executive Vice President, Chief Financial Officer,
and Treasurer.
The Fund can be reach through:
George R. Aylward
Virtus Opportunities Trust
101 Munson Street
Greenfield, MA 01301-9668
Telephone No.: (800) 243-1574
- and -
Jennifer Fromm, Esq.
Virtus Opportunities Trust
One Financial Plaza
Hartford, CT 06103-2608
Telephone No.: (800) 243-1574
PAI Holdco, Inc. operates as an investment company.
PARAGON INDUSTRIES: Hires Phillips Murrah P.C. as Attorneys
-----------------------------------------------------------
Paragon Industries, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Oklahoma to employ Phillips
Murrah P.C. as attorneys.
The firm will provide these services:
a. render legal advice regarding the powers and duties of
debtors that continue to operate their business as debtors in
possession;
b. take all necessary action to protect and preserve the
Debtor's estate;
c. prepare on behalf of the Debtor, as a debtor in possession,
all necessary motions, applications, answers, orders, reports, and
other papers in connection with the administration of the Debtor's
estate and appear on the Debtor's behalf at all hearings regarding
the Debtor's case;
d. negotiate, prepare, and file requests for the sale of
assets of the Debtor's estate;
e. negotiate, prepare, and file a plan of reorganization and
related disclosure statements and all related documents, and
otherwise promote the financial rehabilitation of the Debtor; and
f. perform all other necessary legal services in connection
with the prosecution of this Chapter 11 case.
The firm will be paid at these rates:
Clayton D. Ketter (Director) $450 per hour
Jason A. Sansone(Of Counsel) $415 per hour
Nick Candido (Associate) $295 per hour
Maribeth D. Mills(Certified Bankruptcy Assistant) $185 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Clayton D. Ketter, Esq., a partner at Phillips Murrah 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:
Clayton D. Ketter
Phillips Murrah P.C.
424 N.W. 10th Street, Suite 300
Oklahoma City, OK 73103
Tel: (405) 235-4100
About Paragon Industries Inc.
Paragon Industries, Inc. manufactures steel pipe products used in
the oil and gas, construction, and fire protection industries.
Based in Sapulpa, Okla., the company offers services such as heat
treatment, threading, and fabrication. Its product range includes
mechanical, sprinkler, line pipe, OCTG, and construction pipes,
with a customer base extending across North and South America.
Paragon Industries sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Okla. Case No. 25-80433) on May 21,
2025. In its petition, the Debtor reported between $100 million and
$500 million in both assets and liabilities.
Clayton D. Ketter, Esq., at Phillips Murrah, P.C. is the Debtor's
legal counsel.
Wachob Irrevocable Trust, as DIP lender, is represented by:
J. Clay Christensen, Esq.
Christensen Law Group, P.L.L.C.
The Parkway Building
3401 N.W. 63rd Street, Suite 600
Oklahoma City, OK 73116
Tel: (405) 232-2020
Fax: (405) 228-1113
Email: clay@christensenlawgroup.com
PARAMOUNT INTERMODAL: Hires Clumeck Stern as Accountant
-------------------------------------------------------
Arturo M. Cisneros, the Trustee for Paramount Intermodal Systems,
Inc., seeks approval from the U.S. Bankruptcy Court for the Central
District of California to employ Clumeck Stern Schenkelberg &
Getzoff as accountant.
The firm will assist in preparing the Debtor's 2024 tax returns and
advising the Debtor on income tax matters which may arise in
connection with the Debtor's business and bankruptcy case.
The firm will be paid at the rate of $600.
On the Petition Date, the firm held a pre-petition claim against
the Debtor estate for services rendered in the amount of
$9,298.90.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Adrian Stern, a partner at Clumeck Stern Schenkelberg & Getzoff,
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:
Adrian Stern
Clumeck Stern Schenkelberg & Getzoff
17404 Ventura Blvd Fl 2
Encino, CA 91316
Tel: (818) 789-8856
About Paramount Intermodal Systems
Paramount Intermodal Systems Inc. is a logistics company focused on
import and export transportation, providing services like dry and
refrigerated transloading, port and rail truck drayage, and
transporting oversized loads. The Company manages a fleet of
owner-operator trucks and prioritizes efficiency through automated
reporting using its Transportation Management System (TMS). With
several locations across California and operations at key ports,
Paramount Intermodal caters to industries in need of dependable,
specialized freight solutions, including the transportation of
perishable items.
Paramount Intermodal Systems Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-12098) on
March 14, 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 Deborah J. Saltzman handles the case.
The Debtor is represented by Ron Bender, Esq., at Levene, Neale,
Bender, Yoo & Golubchik LLP.
PLUS THERAPEUTICS: Financial Struggles Raise Going Concern Doubt
----------------------------------------------------------------
Plus Therapeutics, Inc. disclosed in a Form 10-Q Report filed with
the U.S. Securities and Exchange Commission for the quarterly
period ended March 31, 2025, that there is substantial doubt about
its ability to continue as a going concern.
The Company incurred a net loss of $17.4 million for the three
months ended March 31, 2025. The Company had an accumulated deficit
of $510.9 million as of March 31, 2025. Additionally, the Company
used net cash of $6.2 million to fund its operating activities for
the three months ended March 31, 2025.
To date, the Company's operating losses have been funded primarily
from outside sources of invested capital from issuance of its
common stock, preferred stock, convertible notes and warrants,
proceeds from its term loan, line of credit and grant funding.
However, the Company has had, and will continue to have, an ongoing
need to raise additional cash from outside sources to fund its
future clinical development programs and other operations. There
can be no assurance that the Company will be able to continue to
raise additional capital in the future. The Company's inability to
raise additional cash would have a material and adverse impact on
its operations.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/33kd4yzf
About Plus Therapeutics
Plus Therapeutics, Inc. is a U.S. pharmaceutical company developing
targeted radiotherapeutics with advanced platform technologies for
central nervous system cancers.
As of March 31, 2025, the Company had $12.1 million in total
assets, $35.7 million in total liabilities, and total stockholders'
deficit of $23.6 million.
POWIN LLC: June 16 Deadline for Panel Questionnaires
----------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of Powin LLC, et al.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/2un395eh and return by email it to
Tina Oppelt -- Tina.Oppelt@usdoj.gov -- and Lauren Bielskie --
Lauren.Bielskie@usdoj.gov -- at the Office of the United States
Trustee so that it is received no later than June 16, 2025, 1:00
p.m.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Powin LLC
Powin LLC is a manufacturer of utility-scale battery energy storage
systems. It specializes in designing and manufacturing advanced
energy storage solutions for utility, commercial, and industrial
applications.
Powin LLC and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-16137) on June 10,
2025. In its petition, the Debtor reported estimated assets and
liabilities of $100 million to $500 million each.
The Honorable Bankruptcy Judge Michael B. Kaplan handles the
cases.
Denton US LLP is the Debtors' general bankruptcy counsel, and
Togut, Segal & Segal LLP serves as conflict and efficiency counsel
to the Debtors. Huron Transaction Advisory LLC acts as the
Debtors' investment banker. Kurtzman Carson Consultants LLC dba
Verita Global is the Debtors' claims agent.
PRESCART CORP: Hires Moon Wright & Houston as Bankruptcy Counsel
----------------------------------------------------------------
PresCart Corp. seeks approval from the U.S. Bankruptcy Court for
the Western District of North Carolina to hire Moon Wright &
Houston, PLLC as bankruptcy counsel.
The firm's services include:
a. providing legal advice with respect to its powers and
duties as debtor in possession in the continued operation of its
business affairs and management of its properties;
b. negotiating, preparing, and pursuing confirmation of a
Chapter 11 plan and approval of a disclosure statement (if
applicable), and all related reorganization agreements and/or
documents;
c. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Debtor;
d. representing the Debtor in litigation arising from or
relating to the bankruptcy estate;
e. appearing in court to protect the interests of the Debtor;
and
f. performing all other legal services for the Debtor that may
be necessary and proper in the Chapter 11 proceeding.
The firm will be paid at these rates:
Richard S. Wright $575 per hour
Andrew T. Houston $550 per hour
Caleb Brown $375 per hour
Shannon L. Myers (Paralegal) $185 per hour
Jaime Schaedler (Assistant) $150 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard S. Wright, a partner at Moon Wright & Houston, PLLC,
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:
Richard S. Wright
Moon Wright & Houston, PLLC
212 N. McDowell Street, Suite 200
Charlotte, NC 28204
Telephone: (704) 944-6560
Facsimile: (704) 944-0380
Email: rwright@mwhattorneys.com
About PresCart Corp.
PresCart Corp., d/b/a The Lash Lounge, provides eyelash and eyebrow
services through personalized treatments such as lash extensions,
lash lifts, tinting, and threading.
Operating with a focus on customization and detail, the Company
offers multiple lash extension styles including classic, volume,
hybrid, and mega volume. Each service is performed by trained
stylists aiming to enhance clients' appearance without the need for
daily makeup.
PresCart Corp. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D.N.C. Case No. 25-30503) 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.
Honorable Bankruptcy Judge Ashley Austin Edwards handles the case.
The Debtors are represented by Richard S. Wright, Esq. at MOON
WRIGHT & HOUSTON, PLLC.
PRESPERSE CORP: Disclosure Statement Conditionally Approved
-----------------------------------------------------------
The Hon. Michael B. Kaplan of United States Bankruptcy Court
District of New Jersey conditionally approved the adequacy of the
the disclosure statement explaining the joint pre-negotiated
Chapter 11 plan of reorganization dated Sept. 9, 2024, as amended
on May 30, 2025 of Presperse Corporation.
The deadline to vote to accept or reject the Debtor's Chapter 11
plan is July 9, 2025, at 4:00 p.m. (ET).
If you have any questions concerning this ballot, or if you did not
receive a usb flash drive containing a copy of the disclosure
statement and plan, or if you need additional copies of this ballot
or other enclosed materials, you may contact the balloting agent by
regular mail, overnight courier, or hand delivery at the address
listed below; by email at presperseinfo@ra.kroll.com (with
"presperse solicitation inquiry" in the subject line); by calling
the balloting agent at 844-712-1854 (U.S./Canada, toll free) or +1
646-937-7763 (international, toll); or by visiting the Debtor's
restructuring website at https://cases.ra.kroll.com/presperse.
Chapter 11 Plan
The Plan provides for the establishment of a Talc Personal Injury
Trust that will resolve and, as appropriate, pay all eligible Talc
Personal Injury Claims. The Plan provides for the issuance of the
Talc Personal Injury Channeling Injunction that will channel all
current and future Talc Personal Injury Claims -- including without
limitations, future Demands -- against the Debtor to the Talc
Personal Injury Trust, which will assume liability for all Talc
Personal Injury Claims and use its assets to resolve and, if
appropriate, compensate eligible Talc Personal Injury Claims. The
Plan also proposes certain releases and exculpations, whereby
certain parties would be shielded from liability or exculpated for
a variety of claims.
According to the Troubled Company Reporter on Oct. 21, 2024, the
Plan contains a comprehensive negotiated settlement between and
among the Debtor, sole equity holder (SCOA) (the Debtor's parent
and 100% equity owner), the pre-petition Talc Claimants' Committee,
and the pre petition Future Claimants' Representative. The
centerpiece of the Plan is the creation and funding of a Talc
Personal Injury Trust under sections 105 and 524(g) of the
Bankruptcy Code and the Talc Personal Injury Channeling Injunction
that will channel all Talc Personal Injury Claims to the Talc
Personal Injury Trust.
The scope of the Talc Personal Injury Channeling Injunction will,
inter alia, cover all current and future Talc Personal Injury
Claims (including Demands) based in whole or in part on allegations
that Presperse supplied talc products allegedly containing asbestos
and which products allegedly caused harm to the talc plaintiffs.
The Talc Personal Injury Channeling Injunction will enjoin all Talc
Personal Injury Claims, in any jurisdiction, that are asserted
against Presperse, the Reorganized Debtor, or any of the other
Protected Parties, including, without limitation, SCOA. Section
VIII.C of the Plan sets forth the Talc Personal Injury Channeling
Injunction and Section I.A.96 of the Plan lists the Protected
Parties thereunder.
The Talc Personal Injury Trust on the Effective Date will be funded
with the Presperse Contributed Cash, which consists of Cash in the
amount of $49,000,000, less and reduced dollar for dollar by the
Presperse/SCOA Bankruptcy Fees and Costs Contribution Reduction
Amount.
The Presperse Contributed Cash will be funded through the SCOA
Contribution, which consists of the Settlement Payment by SCOA.
The Talc Personal Injury Trust will also receive, on the Effective
Date of the Plan, the Trust Note in the amount of $1,000,000. The
Trust Note is a promissory note to be issued jointly by the
Reorganized Debtor and SCOA to the Talc Personal Injury Trust in
the original principal sum of $1,000,000 bearing interest at four
percent per annum with a 6-month maturity. Principal and interest
payments shall be paid on a monthly basis. The Trust Note shall be
secured by a lien on 50.1% of the stock of Reorganized Debtor. The
Trust Note shall be prepayable in whole or in part at any time at
par plus accrued interest without any prepayment premium or
penalty.
The Debtor estimates that the total Allowed amount of all
prepetition General Unsecured Claims other than Talc Personal
Injury Claims, and/or other Intercompany Claims (which will be
reinstated under the Plan) will be relatively de minimis. In any
event, the Debtor has sought relief to pay and satisfy prepetition
claims of ordinary course trade creditors in the ordinary course of
business. The Financing Facility funded by SCOA will be Reinstated
under the Plan in full in the ordinary course in accordance with
the terms of the Financing Facility or as otherwise agreed to
between the Reorganized Debtor and SCOA.
Class 3 consists of General Unsecured Claims. Except to the extent
a Holder of an Allowed General Unsecured Claim agrees to different
treatment of that General Unsecured Claim, each Holder of an
Allowed General Unsecured Claim shall be shall be Reinstated and
paid in the ordinary course of business in accordance with the
terms and conditions of the particular transaction or agreement
giving rise to such General Unsecured Claim, or otherwise provided
such treatment to render it Unimpaired, or as otherwise agreed to
between the parties.
Class 4 consists of Talc Personal Injury Claims. As of the
Effective Date, liability for all Talc Personal Injury Claims shall
automatically, and without further act, deed, or court order, be
channeled solely and exclusively to and assumed by the Talc
Personal Injury Trust in accordance with, and to the extent set
forth in, Articles IV and VIII to the Plan, the applicable Plan
Documents and the Confirmation Order. Each Talc Personal Injury
Claim shall be resolved in accordance with the terms, provisions,
and procedures of the Talc Personal Injury Trust Agreement and the
Talc Personal Injury Trust Distribution Procedures. The sole
recourse of the Holder of a Talc Personal Injury Claim on account
of such Talc Personal Injury Claim shall be to the Talc Personal
Injury Trust, and each such Holder shall have no right whatsoever
at any time to assert its Talc Personal Injury Claim against any
Protected Party.
On the Effective Date, the Talc Personal Injury Trust shall be
established in accordance with the Plan Documents, the Talc
Personal Injury Trust Documents, and section 524(g) of the
Bankruptcy Code and managed pursuant to the terms and conditions of
the Talc Personal Injury Trust Documents. On the Effective Date,
the Cooperation Agreement shall become effective and the Debtor's
talc and asbestos-related records shall be treated in accordance
therewith.
Treatment of Claims
Class Claim Treatment Recovery
----- -------------- --------- --------
N/A Administrative Unimpaired 100%
Expenses
N/A Priority Unimpaired 100%
Claim
1 Priority Paid in Full 100%
Non-Tax
2 Secured Claim Unimpaired 100%
3 General Unsec. Reinstated,l 100%
Paid in Full
in ordinary
course,
Unimpaired
4 Talc Personal Liability for TBD
all Talc
Personal Injury
Claims shall
be channeled
solely and
exclusively to
the Talc
Personal Injury
Trust and
resolved in
accordance with
the Talc
Personal Injury
Trust Agreement
and Talc
Personal Injury
Trust
Distribution
Procedures.
Impaired
5 Financing Reinstated / 100%
Facility Allowed in full
Claim in the ordinary
course in
accordance with
the terms of
the Financing
Facility or as
otherwise agreed
to between
the Reorganized
Presperse and
SCOA /
Unimpaired
6 Intercompany Reinstated / 100%
Claim Unimpaired
A full-text copy of the Combined Disclosure Statement and Plan
dated September 9, 2024 is available at
https://urlcurt.com/u?l=uRdJpk from Kroll Restructuring
Administration LLC, claims agent.
If By Regular Mail, Overnight Courier, or Hand Delivery:
Presperse Corporation Ballot Processing Center
c/o Kroll Restructuring Administration LLC
850 Third Avenue, Suite 412
Brooklyn, New York 11232
Copies of the Plan and the Disclosure Statement, and all other
documents filed in the Debtor's Chapter 11 Case, may also be (i)
examined by interested parties between the hours of 9:00 a.m. and
4:30 p.m. (prevailing Eastern Time) at the office of the Clerk of
the Bankruptcy Court, United States Bankruptcy Court for the
District of New Jersey, Clarkson S. Fisher US Courthouse, 402 East
State Street, Trenton, NJ 08608; (ii) obtained, for a fee, on the
Bankruptcy Court's website at https://www.njb.uscourts.gov/ (the
required PACER password can be obtained at https://www.pacer.gov);
or (iii) viewed and downloaded, free of charge, at the Debtor's
restructuring website - https://cases.ra.kroll.com/presperse.
About Presperse Corporation
Presperse Corporation provides premium specialty ingredients to
formulators of skincare, sun care, hair care, color cosmetics, and
diverse areas of beauty and wellness.
Presperse Corporation sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 24-18921) on Sept. 9, 2024.
In the petition filed by CFO Mehul Shah, Presperse disclosed $10
million to $50 million in assets and $50 million to $100 million in
debt.
The Hon. Michael B Kaplan presides over the case.
Duane Morris LLP is the Debtors' general bankruptcy counsel.
Getzler Henrich is the Debtors' financial advisor. Kroll
Restructuring Administration LLC is the Debtors' claims and
noticing agent.
The Talc Claimants' Committee retained Robinson & Cole as legal
counsel and GlassRatner, doing business as B. Riley, as financial
advisor, and Legal Analysis Systems to provide advice.
Value Extraction Services is the prepetition future claimants'
representative, and hired Young Conaway as counsel, Ankura
Consulting Group as consultant, and jointly retained, together with
the Talc Claimants' Committee, B. Riley as financial advisor.
Presperse's parent, Sumitomo Corporation of Americas, is providing
post-petition financing and is represented by lawyers at Lowenstein
Sandler.
PRESPERSE CORP: Plan & Disclosures Hearing Set for July 22, 2025
----------------------------------------------------------------
The Hon. Michael B. Kaplan of U.S. Bankruptcy Court District of New
Jersey will hold a combined hearing on July 22, 2025, at 10:00 a.m.
(Prevailing Eastern Time) on Courtroom 8, Clarkson S. Fisher US
Courthouse, 402 East State Street, Trenton, New Jersey 08608, to
approve, on a final basis, the adequacy of the the disclosure
statement explaining the joint pre-negotiated Chapter 11 plan of
reorganization dated Sept. 9, 2024, as amended on May 30, 2025 of
Presperse Corporation, and confirm the Debtor's Chapter 11 plan.
Objection to the approval of the Debtor's disclosure statement and
confirmation of its Chapter 11 plan, if any, is July 9, 2025, at
4:00 p.m. (Prevailing Eastern Time).
About Presperse Corporation
Presperse Corporation provides premium specialty ingredients to
formulators of skincare, sun care, hair care, color cosmetics, and
diverse areas of beauty and wellness.
Presperse Corporation sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 24-18921) on Sept. 9, 2024.
In the petition filed by CFO Mehul Shah, Presperse disclosed $10
million to $50 million in assets and $50 million to $100 million in
debt.
The Hon. Michael B Kaplan presides over the case.
Duane Morris LLP is the Debtors' general bankruptcy counsel.
Getzler Henrich is the Debtors' financial advisor. Kroll
Restructuring Administration LLC is the Debtors' claims and
noticing agent.
The Talc Claimants' Committee retained Robinson & Cole as legal
counsel and GlassRatner, doing business as B. Riley, as financial
advisor, and Legal Analysis Systems to provide advice.
Value Extraction Services is the prepetition future claimants'
representative, and hired Young Conaway as counsel, Ankura
Consulting Group as consultant, and jointly retained, together with
the Talc Claimants' Committee, B. Riley as financial advisor.
Presperse's parent, Sumitomo Corporation of Americas, is providing
post-petition financing and is represented by lawyers at Lowenstein
Sandler.
PRIVATE LENDER: Hires Hayward PLLC as General Bankruptcy Counsel
----------------------------------------------------------------
Private Lender Network, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to employ Hayward PLLC as
general bankruptcy counsel.
The firm's services include:
a. give the Debtor legal advice with respect to its powers and
duties as Debtor as Debtor-in-Possession in the continued operation
of its business and management of its property;
b. advise the Debtor of its responsibilities under the
Bankruptcy Code and assist with such;
c. prepare and file Voluntary Petition, DIP Loan Financing,
and other paperwork necessary to commence this proceeding;
d. assist in preparing and filing the required Schedules,
Statement of Affairs, Monthly Financial Reports, and any amendments
thereto;
e. assist in preparing the Initial Debtor's Report and other
documents required by the Bankruptcy Code, the Federal Rules of
Bankruptcy Procedure, the Local Rules of this Court and the
administrative procedures of the Office of the United States
Trustee;
f. represent the Debtor in connection with adversary
proceedings and other contested and uncontested matters, both in
this Court and in other courts of competent jurisdiction,
concerning any and all matters related to these bankruptcy
proceedings and the financial affairs of the Debtor;
g. represent the Debtor in the negotiation and documentation
of any sales or refinancing of property of the Chapter 11 Case, and
in obtaining the necessary approvals of such sales or refinancing
by this Court; and
h. assist the Debtor in the formulation of, among other
things, a plan of reorganization and disclosure statement, and in
taking the necessary steps in this Court to obtain approval of such
disclosure statement and confirmation of such plan of
reorganization.
The firm will be paid at these rates:
Ron Satija $600 per hour
Charlie Shelton $500 per hour
Other attorneys and clerks $150 to $500 per hour
Paralegals $150 to $215 per hour
The firm will be paid a retainer in the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Satija 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:
Ron Satija, Esq.
Hayward PLLC
7600 Burnet Road, Suite 530
Austin, TX 78757
Tel: (737) 881-7102
Email: rsatija@haywardfirm.com
About Private Lender Network
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.
Private Lender Network sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-10742) on May 20,
2025. In its petition, the Debtor reported up to $50,000 in assets
and between $1 million and $10 million in liabilities.
The Debtor is represented by Ron Satija, Esq., at Hayward, PLLC.
PSG MORTGAGE: Insurer Loses Bid to Dismiss Wells Fargo Fire Case
----------------------------------------------------------------
Magistrate Judge Laurel Beeler of the United States District Court
for the Northern District of California granted the American
Security Insurance Company's motion to dismiss the case captioned
as PAUL GREENFIELD, Plaintiff, v. AMERICAN SECURITY INSURANCE
COMPANY, Defendant, Case No. 25-cv-03416-LB (N.D. Cal.) for failure
to state a claim.
The plaintiff Paul Greenfield filed this action as an assignee of
Wells Fargo's secured interest in a vacant residential property
located at 224 Sea Cliff Avenue in San Francisco, California. In
July 2021, the defendant American Security Insurance Company issued
a Residential Dwelling Insurance Certificate for Wells Fargo
covering the property from July 18, 2021, to July 18, 2022. The
Certificate identified Brugnara Properties as the borrower on the
loan.
On July 15, 2022, a partial fire caused damage to the property, and
the damage was reported to the defendant on July 20, 2022. Wells
Fargo filed an insurance claim for the damage on July 20, 2022. On
Jan. 6, 2023, the defendant paid Wells Fargo $402,190.53 in
accordance with a repair estimate prepared by an independent
insurance adjuster. Wells Fargo requested additional payment, and
American Security refused.
In May 2023, PSG Mortgage Lending Corp., a subsequent owner of the
property, filed a petition for Chapter 11 bankruptcy protection in
the U.S. Bankruptcy Court for the Northern
District of California. The Bankruptcy Court granted the motion of
PSG to sell the property free and clear of all liens and interests.
The property was sold on Feb. 5, 2024, and as a senior lienholder,
Wells Fargo received $5,915,815.03 from the sale proceeds. The
other lienholders, including the plaintiff, did not receive any
payments from the sale of the property.
Wells Fargo assigned rights under the Certificate to the plaintiff
in December 2024. In the assignment, Wells Fargo disclaimed any
representations or warranties regarding the nature, extent, or
value of those rights, including the recoverability of additional
sums from American Security. The plaintiff filed their complaint
claiming bad-faith denial of insurance coverage on Jan. 6, 2025.
The Court grants the motion to dismiss with leave to amend because
the claim is time-barred by the insurance policy, and the complaint
does not plausibly allege equitable tolling.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=O1WgCN from PacerMonitor.com.
About PSG Mortgage Lending Corp
PSG Mortgage Lending Corp, a Delaware Corporation, filed
Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-30281) on
May 3, 2023, with $10 million to $50 million in both assets and
liabilities.
Judge Dennis Montali oversees the case.
Matthew D. Metzger, Esq., at Belvedere Legal, PC is the Debtor's
legal counsel.
QBD PACKAGING: Gets Final OK to Use Cash Collateral
---------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana, New
Albany Division granted QBD Packaging, LLC final approval to use
cash collateral.
The final order authorized the company to use cash collateral
pursuant to its budget through July 7 or until its Chapter 11 plan
is confirmed.
Jackson County Bank, a secured creditor, will be granted
replacement liens on cash collateral generated and assets acquired
by the company after the petition date, with the same extent and
priority as its pre-bankruptcy lien.
Jackson County Bank will receive a superpriority administrative
claim if it is determined to be undersecured.
QBD 's authority to use cash collateral will be terminated by the
expiration of the interim order; conversion or dismissal of its
Chapter 11 case; its removal as debtor-in-possession; granting of
relief from stay to Jackson; and entry of an order restricting or
prohibiting further use of cash collateral.
About QBD Packaging LLC
QBD Packaging, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-90538) on May 5,
2025, listing up to $10 million in assets and up to $1 million in
liabilities.
Judge Andrea K. McCord oversees the case.
Jeffrey Hester, Esq., at Hester Baker Krebs LLC, represents the
Debtor as legal counsel.
Jackson County Bank, as secured creditor, is represented by:
William M. Braman, Atty. No. 15124-47
Lorenzo Bevers Braman & Connell LLP
218 West Second Street
Seymour, IN 47274
Phone: (812) 524-9000
Fax: (812) 524-9001
Braman.William@outlook.com
REBORN PHOENIX: Hires Ronald D. Weiss P.C. as Counsel
-----------------------------------------------------
Reborn Phoenix Management, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Ronald D. Weiss, P.C. as counsel.
The firm's services include:
a. providing legal advice with respect to the powers and
duties of the Debtor-in-Possession in the continued management of
its property;
b. representing the Debtor before the Bankruptcy Court and at
all hearings on matters pertaining to his affairs, as
Debtor-in-Possession, including contested matters that may arise
during the Chapter 11 case;
c. advising and assisting Debtor in the preparation and
negotiation of a Plan of Reorganization with his creditors;
d. preparing necessary or desirable applications, motions,
answers, orders, reports, documents, and other legal papers; and
e. performing other legal services for the Debtor which may be
desirable and necessary.
The firm will be paid at these rates:
Attorneys $450 per hour
Paralegals $250 per hour
The firm will be paid a retainer in the amount of $ $30,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ronald D. Weiss, a partner at Ronald D. Weiss, 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:
Ronald D. Weiss, Esq.
RONALD D. WEISS, P.C.
445 Broadhollow Rd, Ste CL-10
Melville, NY 11747
Tel: (631) 271-3737
About Reborn Phoenix Management, Inc.
Reborn Phoenix Management Inc. is a single asset real estate
management company.
Reborn Phoenix Management Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-41897) on
April 18, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $500,000 and $1 million each.
Honorable Bankruptcy Judge Elizabeth S. Stong handles the case.
The Debtor is represented by Ronald D. Weiss, Esq. at Ronald D.
Weiss, P.C.
RED ROCK: Hires Parsons Behle & Latimer as Counsel
--------------------------------------------------
Red Rock Enterprises, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Utah to employ Parsons Behle & Latimer as
counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as debtor in possession in the continued management and operation
of its businesses and properties;
b. advising and consulting on the conduct of this Chapter 11
Case, including all of the legal requirements of operating in
chapter 11;
c. advising the Debtor in connection with corporate
transactions and corporate governance, negotiations, consent
solicitations, credit agreements, financing agreements, and other
agreements with creditors, equity holders, prospective acquirers
and investors, reviewing and preparing of documents and agreements,
and such other actions;
d. reviewing and preparing pleadings in connection with this
Chapter 11 Case, including motions, applications, answers, orders,
reports, and papers necessary or otherwise beneficial to the
administration of the Debtor's estate, and appearing in court, and
taking other actions with respect to the foregoing;
e. attending meetings and negotiating with representatives of
creditors and other parties in interest;
f. representing the Debtor with respect to litigations,
including litigations related to commercial contracts, intellectual
property, employment, and any other litigation matter.
g. advising the Debtor with legal issues related to the
Debtor's financial circumstances, including with respect to
restructuring, financing, corporate, tax, litigation, mergers and
acquisition, and employment issues, in each case as may be
necessary or appropriate;
h. performing all other ancillary necessary legal services for
the Debtor in connection with the prosecution of this Chapter 11
Case, including assisting the Debtor in (i) analyzing the legal
aspects of the Debtor's leases and contracts and the assumption and
assignment or rejection thereof; (ii) analyzing the validity of
liens against the Debtor; and (iii) advising the Debtor on
corporate and litigation matters;
i. taking all necessary legal actions to protect and preserve
the Debtor's estate as the Debtor requests, including prosecuting
actions on the Debtor's behalf, defending any action commenced
against the Debtor, and representing the Debtor in negotiations
concerning litigation in which the Debtor its involved, including
objections to claims filed against the Debtor's estate; and
j. taking any necessary action on behalf of the Debtor as the
Debtor requests to obtain approval of a disclosure statement and
confirmation of a chapter 11 plan and all documents related
thereto.
The firm will be paid at these rates:
Brian M. Rothschild Shareholder, Bankruptcy $490 per hour
Darren Neilson Shareholder, Bankruptcy/Litigation $420 per hour
Elliot McGill Associate, Bankruptcy $405 per hour
Samantha Davidson Associate, Bankruptcy $390 per hour
The firm was paid a retainer in the amount of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian M. Rothschild, a partner at Parsons Behle & Latimer,
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:
Brian M. Rothschild, Esq.
Darren Neilson, Esq.
Parsons Behle & Latimer
201 South Main Street, Suite 1800
Salt Lake City, UT 84111
Tel: (801) 532-1234
Fax: (801)536-6111
Email: BRothschild@parsonsbehle.com
DNeilson@parsonsbehle.com
ecf@parsonsbehle.com
About Red Rock Enterprises
Red Rock Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D. Utah Case No. 25-22857) on May 21, 2025. The Debtor
hires Parsons Behle & Latimer as counsel.
RED VENTURES: Fitch Lowers LongTerm IDR to 'B+', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Ratings
(IDRs) of Red Ventures Holdco, LP, Red Ventures, LLC and New
Imagitas, Inc. to 'B+' from 'BB-'. Fitch has also downgraded Red
Ventures' senior secured debt to 'B+' with a Recovery Rating of
'RR4' from 'BB+'/'RR2'. The Rating Outlook is Stable.
The downgrade highlights persistent EBITDA margin pressures due to
rising operational costs and partnership challenges, keeping
leverage outside of sensitivities for two years. EBITDA leverage
rose to 5.3x in 2024 from 4.4x in 2023, driven by partnership
roll-offs, advertising market softness, and high interest rates
amid macro volatility. Fitch anticipates leverage will remain above
5.0x through 2026, then decline as profitability improves and new
partnerships and growth initiatives emerge.
Red Ventures' ratings highlight its digital advertising leadership
and customer acquisition expertise, leveraging technology and data
analytics. Ratings also consider low entry barriers and high
customer concentration in the industry.
Key Rating Drivers
Largest Customer Exit; Margin Erosion: In early Q2 2025, the
company ended a 10-year partnership with its largest customer in
the Red Ventures Growth and Transformation (RV GT) segment, which
accounted for about 15% of total revenue. This departure will
significantly impact revenue and EBITDA for FY 2025, with margins
expected to fall to 16%-17% from the mid-20s range of the past
three years.
The loss poses a short-to-medium-term challenge, risking other
clients also taking its advertising needs in-house. Additionally,
margins have been affected by credit card market cyclicality,
macroeconomic uncertainties, and adverse changes in Google's SEO
algorithm. Fitch anticipates continued pressure on EBITDA margins
for the next two years.
Elevated Leverage; Reduced FCF Expectations: Red Ventures ended FY
2024 with EBITDA leverage at 5.3x. This was up from 4.4x the
previous year and due to declining profitability and a reduced FCF
margin of around 6%, down from historical high teens. With the
recent customer loss and a challenging macro and advertising
outlook, Fitch expects EBITDA leverage to reach approximately 6.5x
by FY 2025, with a thinner FCF margin of about 5.0%, aligning more
with a 'B+' rating.
However, Fitch believes the company can gradually deleverage
through EBITDA margin recovery, expecting leverage around 4.0x-4.5x
by 2027. The company's liquidity remains adequate, supported by
undrawn borrowing capacity and alternative liquidity sources
including tax credits from its Education Business transferred to
Puerto Rico and highly monetizable equity stakes in RVO Health and
ZPG.
Ever-Evolving Traffic Algorithms: Red Ventures is addressing
challenges from changes in Google's SEO algorithm by diversifying
its channels through paid traffic acquisition, owned channels, and
direct-to-consumer engagement, including influencer networks. The
company is prioritizing the growth of businesses not reliant on
Google, such as Lonely Planet, Allconnect, and RV GT paid media
partnerships. Additionally, Red Ventures is investing in Artificial
Intelligence to enhance product offerings, anticipating that Large
Language Models will create new revenue streams. These strategies
aim to fortify resilience against algorithm shifts and expand
revenue sources.
New Partnerships; Growth Initiatives: The company has focused on
expanding its RV GT pipeline through new partnerships, launching
two in financial services in Q2 2025, with more in late-stage
negotiations. These partnerships are expected to mature over two
years, offering higher margins due to performance-based structures.
Additionally, the company is prioritizing Lonely Planet's digital
transition and scaling Sage, with both assets projected to be
profitable in the next two years. These efforts aim to drive growth
and enhance the company's market position.
Adequate Capital Allocation Strategy: Over the past three years,
Red Ventures has repaid over $1.8 billion in debt, including $150
million in 2024, utilizing proceeds from the CNET divestiture and
internal FCF. The management team is committed to reducing leverage
to a target range of 3.0x-4.0x over the long term. The company has
consistently demonstrated a strong ability to lower leverage after
acquisitions by repaying debt through internal FCF or asset
divestitures, highlighting its effective capital management
strategy.
High Customer Concentration: Red Ventures' top two customers
contributed 32% of total revenues for FYE 2024, compared to 29% in
2023 and 26% in 2022. Despite the recent exit of its largest
customer from the RV GT segment, the company's business model
remains susceptible to high customer concentration due to the
substantial, long-term commercial relationships it typically forms.
However, Fitch anticipates a reduction in customer concentration as
Red Ventures continues to diversify its end markets through new
partnerships and the maturation of existing owned and operated
assets.
Leading Customer Acquisition Platform: Red Ventures is the market
leader in screening potential customers online. It uses its
technology-enabled customer acquisition and marketing services
platform to deliver more highly qualified leads, conversions and
retention to its partners, consistently outperforming its partners'
in-house marketing teams. Red Ventures' data-driven marketing has
used proprietary technology for more than 15 years across leading
digital brands. These brands include Bankrate, The Points Guy and
Lonely Planet. Its product offerings can be reproduced, though its
specific analytics capabilities and successful record of value
creation are difficult to recreate.
Peer Analysis
Red Ventures has less scale and higher leverage than Outbrain, Inc.
(BB-/Stable), a leading technology platform that connects media
owners and advertisers with engaged audiences to drive business
outcomes across the Open Internet. Outbrain is not a direct peer to
Red Ventures, however, both companies operate in the digital
advertising market.
Red Ventures' ratings reflect its prominent role in digital
marketing as a service provider, leveraging proprietary technology
and data analytics to drive customer acquisition for clients.
Strategic acquisitions have bolstered scale, even after the
deconsolidation of RV Health. Red Ventures generates robust and
consistent FCF as result of high operating leverage and minimum
capex requirements.
The company's key strengths are a leading market presence and solid
cash flow profile. However, the rating is tempered by the
industry's relatively low entry barriers, credit card market
cyclicality and the relatively high concentration of customers and
end-markets. Fitch takes a positive view of Red Ventures' ongoing
efforts to diversify its end-markets, mitigating risks associated
with customer concentration and market cyclicality.
Key Assumptions
- For 2025, Red Ventures' total revenues decline to approximately
$1 billion, driven primarily by the divestiture of CNET, and a
mid-single-digit decrease in its Education and Movers segment. The
RV GT, Energy and Lonely Planet segments assume a low single-digit
recovery, while the Bankrate, TPG and Allconnect assume a
high-teens recovery with Sage ramping-up revenue close to $100
million by the end of the year, reflecting a consolidated mid-teens
rate revenue growth proforma for the sale of CNET.
- For 2026, consolidated revenues achieve mid-single digits growth,
primarily driven by the realization of new partnerships in RV GT,
better market conditions for Bankrate and Sage and Lonely Planet
consolidation. Thereafter, low- to mid-single-digits revenue
growth;
- 2025 EBITDA margin declining to around 16.5% due to the Sage and
Lonely Planet segments still producing negative EBITDA that impacts
the consolidated EBITDA generation. Additionally, Fitch assumed
higher operating costs associated with the introduction of paid
media (TAC) in the company's business model. For 2026, margins are
expected to improve around 19.1% as the company benefits from
turning Sage and Lonely Planet business profitable reflecting low
to mid single digit margins. Thereafter, margins are expected to
gradually improve to 22% by the end of the projection;
- Fitch did not incorporate the Puerto Rican tax credits into its
projections due to the uncertainty regarding the monetization
strategy. However, it acknowledges that these credits could provide
an extra source of liquidity following the transfer of the
Education business to Puerto Rico;
- 3.0% capital intensity throughout the projection;
- $5 million per year of common dividends and about $30 million of
shares buyback paid throughout the projection;
- The company refinances its RCF maturing in 2027 with a mix of
internal FCF debt repayment and a new $200 million TLB add-on at
higher spread.
Recovery Analysis
The recovery analysis assumes that Red Ventures would be treated as
a going-concern in bankruptcy, and that the company would undergo
reorganization rather than liquidation. Fitch has factored in a 10%
administrative claim and assumed full utilization of the revolving
credit facility.
Fitch's recovery analysis considers the possibility of insolvency
due to inadequate liquidity during periods of recessionary stress.
In this scenario, Fitch assumes that the company encounters
difficulties integrating its new business partnerships and suffers
the loss of major partner contracts, which leads to declines in
revenue and EBITDA. This results in a going-concern EBITDA estimate
of $165 million, reflecting a 23% stress from the FY 2024 EBITDA.
Fitch uses a 5.5x enterprise value (EV)/EBITDA multiple to
calculate a post-reorganization valuation. The choice of EV
multiple considers Fitch's view of the data analytics subsector
including the typically high proportion of recurring revenues and
relatively high stable EBITDA margins and solid FCF conversion.
In Fitch's 2024 TMT Bankruptcy Case Studies, the TMT median
reorganization multiple was 5.9x. Within the TMT group, media
companies were reorganized at modestly higher multiples compared
with the small samples of TMT companies in Fitch's study. The
median reorganization multiple for the 49 bankruptcies in the media
sub-sector was 6.2x. Fitch recommends using a multiple of 5.5x for
Red Ventures slightly below the media-subsector to reflect existing
sector headwinds and challenges.
The recovery analysis assumes full utilization on the revolver and
implies a 'B+' with a Rating Recovery of 'RR4' on the senior first
lien secured debt, reflecting average recovery prospects. Fitch
does not rate any other credit facility in the capital structure of
the company.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage remains above 6.0x on a sustained basis;
- Deterioration in operating profile including a significant
slowdown in revenue and/or EBITDA growth;
- Increased partner and end-market concentration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Operating scale improvement such that revenue grows in the mid-
to high-teens and EBITDA exceeds $300 million-$350 million on an
ongoing basis.
- EBITDA leverage sustained below 5.0x.
Liquidity and Debt Structure
Red Ventures' liquidity position as of Dec. 31, 2024 was $793
million consisting of $74 million of cash on hand, $13 million of
marketable securities and $706 million of available capacity under
its $1.02 billion RCF, which matures in November 2027. The
liquidity position is supported by Fitch's expectation of annual
FCF generation of approximately $60 million in average over the
next three years. In addition, the company has several unrealized
sources of liquidity including the Puerto Rico tax credits and the
highly monetizable equity stakes in RVO Health and ZPG.
In July 2024, the $50 million A/R Securitization facility was paid
in full and terminated. Red Ventures' next significant maturity is
the $1.02 billion RCF in November 2027 with $314 million
outstanding.
Fitch rates Red Ventures' senior secured credit facilities under
the existing credit agreement at 'B+', reflecting average recovery
prospects at 'RR4', as the credit facilities are secured by
substantially all the company's assets.
Issuer Profile
Red Ventures is a leading technology-enabled customer acquisition
platform that partners with companies to optimize the customer
acquisition lifecycle. Notable brands include Bankrate, Sage
(Mortgage Lending Business) The Points Guy and Lonely Planet among
several others.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
New Imagitas, Inc. LT IDR B+ Downgrade BB-
Red Ventures, LLC LT IDR B+ Downgrade BB-
senior secured LT B+ Downgrade RR4 BB+
Red Ventures Holdco, LP LT IDR B+ Downgrade BB-
REDDIRT ROAD: Gets Extension to Access Cash Collateral
------------------------------------------------------
Reddirt Road Partners, LLC received another extension from the U.S.
Bankruptcy Court for the Northern District of Florida, Panama City
Division, to use cash collateral.
At the hearing held on June 11, the court authorized the company's
interim use of cash collateral through the final hearing, which is
set for July 1.
The court's three previous interim orders allowed the company to
access its secured creditors' cash collateral to pay operating
expenses and the amounts expressly authorized by the court,
including payments of fees of the U.S. trustee and Subchapter V
trustee. These orders granted secured creditors post-petition liens
on the cash collateral as protection.
The secured creditors, which have claimed an interest in the cash
collateral include Huntington Distribution Finance, Inc., Wells
Fargo Commercial Distribution Finance, LLC, Daedong-USA, Inc., and
Northpoint Commercial Finance, LLC.
About Reddirt Road Partners
Reddirt Road Partners, LLC filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No.
25-50049) on March 12, 2025, listing between $500,001 and $1
million in both assets and liabilities.
Judge Karen K. Specie oversees the case.
Byron Wright, III, Esq., at Bruner Wright, P.A. represents the
Debtor as legal counsel.
RESHAPE LIFESCIENCES: Inks $9.7M Sales Agreement With Maxim Group
-----------------------------------------------------------------
Reshape Lifesciences Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
entered into an Equity Distribution Agreement with Maxim Group LLC
to act as the Company's exclusive sales agent with respect to the
issuance and sale of up to $9,700,000 of the Company's shares of
common stock, par value $0.001 per share, from time to time in an
at-the-market public offering.
The Shares will be sold and issued pursuant the Company's shelf
registration statement on Form S-3 (File No. 333-287168), which was
previously declared effective by the Securities and Exchange
Commission, and a related prospectus.
Sales of the Shares under the Sales Agreement may be made by any
method that is deemed to be an "at-the-market" offering as defined
in Rule 415 under the Securities Act of 1933, as amended, or in
privately negotiated transactions. Maxim will make all sales using
commercially reasonable efforts consistent with its normal trading
and sales practices. The compensation payable to Maxim for sales of
Shares pursuant to the Sales Agreement will be 3.0% of the gross
proceeds for any Shares sold through Maxim. In addition, the
Company has agreed to reimburse Maxim for the reasonable fees and
expenses of its counsel up to a maximum of $50,000 in connection
with the establishment of the Offering and $3,000 per due diligence
update session in connection with the Offering. The Sales Agreement
may be terminated by the Company and/or Maxim in accordance with
the terms therein. The Company made certain customary
representations, warranties and covenants concerning the Company
and the Shares in the Sales Agreement and agreed to indemnify Maxim
against certain liabilities, including liabilities under the
Securities Act.
The Company has no obligation to sell any of the Shares and may at
any time suspend offers under the Sales Agreement. The Offering
will terminate upon the earlier of the sale of Shares under the
Sales Agreement having an aggregate offering price of $9,700,000 or
the termination of the Sales Agreement by either the Company and/or
Maxim in accordance with the terms of the Sales Agreement. In
addition, sales of Shares under the Offering shall not exceed
$9,700,000, unless and until the Company files an amended or new
prospectus.
A copy of the Sales Agreement is available at
https://tinyurl.com/ysvrt93p
In connection with the Offering, the legal opinion of Fox
Rothschild LLP as to the legality of the Shares is available at
https://tinyurl.com/4fbe4dtf
About Reshape Lifesciences
Headquartered in Irvine, California, Reshape Lifesciences Inc. --
www.reshapelifesciences.com -- is a premier physician-led
weight-loss solutions company, offering an integrated portfolio of
proven products and services that manage and treat obesity and
associated metabolic disease. The Company's primary operations are
in the following geographical areas: United States, Australia and
certain European and Middle Eastern countries. Its current
portfolio includes the Lap-Band Adjustable Gastric Banding System,
the Obalon Balloon System, and the Diabetes Bloc-Stim
Neuromodulation device, a technology under development as a new
treatment for type 2 diabetes mellitus. There has been no revenue
recorded for the Obalon Balloon System, or the Diabetes Bloc-Stim
Neuromodulation as these products are still in the development
stage.
In its report dated April 4, 2025, the Company's auditor Haskell &
White LLP, issued a "going concern" qualification attached to the
Company's Annual Report on Form 10-K for the year ended Dec. 31,
2024, citing that the Company has suffered recurring losses from
operations and negative cash flows. The Company currently does not
generate revenue sufficient to offset operating costs and
anticipates such shortfalls to continue. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
As of Dec. 31, 2024, Reshape Lifesciences had $4.79 million in
total assets, $5.05 million in total liabilities, and a total
stockholders' deficit of $253,000.
RICCOBENE ASSOCIATES: First Trust Marks $2.9M Loan at 79% Off
-------------------------------------------------------------
First Trust Alternative Opportunities Fund has marked its
$2,976,996 loan extended to Riccobene Associates to market at
$614,638 or 21% of the outstanding amount, according to First
Trust's Form N-CSR for the fiscal year ended March 31, 2025, filed
with the U.S. Securities and Exchange Commission.
First Trust is a participant in a Loan to Riccobene Associates. The
loan accrues interest at a rate of 9.322%, Delay Draw per annum.
The loan matures on January 10, 2028.
First Trust is a Delaware statutory trust registered under the
Investment Company Act of 1940, as amended, as a non-diversified,
closed-end management investment company. First Trust Capital
Management L.P. serves as the investment adviser of the Fund. The
Fund currently offers shares of beneficial interest in two separate
share classes: Class A Shares and Class I Shares. The investment
objective of the Fund is to seek to achieve long-term capital
appreciation by pursuing positive absolute returns across market
cycles.
The Fund is led by Michael Peck as Principal Executive Officer and
Chad Eisenberg as Principal Financial Officer.
The Fund can be reach through:
Michael Peck
First Trust Alternative Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Telephone: (414) 299-2270
About Riccobene Associates
Riccobene Associates is engaged in providing dental services
including orthodontics, oral surgery, periodontal solutions,
prosthodontics, and dentistry for children.
S&R EQUIPMENT: Gets Interim OK to Use Cash Collateral Until June 30
-------------------------------------------------------------------
S&R Equipment Rentals, LLC got the green light from the U.S.
Bankruptcy Court for the Eastern District of Michigan, Southern
Division, to use cash collateral.
The court order authorized the Debtor to use, on an interim basis,
up to $40,047 in cash collateral through June 30.
As protection for the Debtor's use of their cash collateral, Oxford
Bank and Bay Capital Bank were granted replacement liens on assets
acquired by the Debtor after its Chapter 11 filing.
As further protection, Oxford will receive a monthly payment of
$4,270.03, starting July 1 until confirmation of the Debtor's
Chapter 11 plan.
The final hearing is scheduled for June 30.
The Debtor employs five people and has been in business since 2017,
but declining sales led to financial strain. Although revenue has
improved over the past two months, the Debtor remains unable to
meet its current debt obligations.
Oxford Bank holds a fully secured first lien on the cash
collateral, tied to a $520,000 loan backed by assets valued at
approximately $620,000. Bay First holds a second lien securing a
$145,000 loan but is only partially secured due to insufficient
collateral value. Other listed creditors such as BCL Capital, BHG
Capital, the U.S. Small Business Administration and others are
considered fully unsecured.
Oxford Bank is represented by:
Kelly J. Shefferly, Esq.
Plunkett Cooney
38505 Woodward Avenue, Suite 100
Bloomfield Hills, MI 48304
(248) 594-6309
kshefferly@plunkettcooney.com
About S&R Equipment Rentals
S&R Equipment Rentals LLC, doing business as Tool Time Equipment
Rental & Sales, provides construction equipment rental and sales
services across Central and Southeast Michigan, as well as
neighboring states. Operating for over 18 years, the Debtor serves
a diverse clientele that includes Fortune 500 firms, contractors,
and homeowners. Its equipment offerings include excavators, lifts,
landscaping tools, air compressors, forklifts, skidloaders,
trailers, and more.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-45516) on May 29,
2025. In the petition signed by Kenneth Sullivan, sole shareholder,
the Debtor disclosed up to $1 million in assets and up to $10
million in liabilities.
Judge Mark A. Randon oversees the case.
George E. Jacobs, Esq., at Bankruptcy Law Offices, represents the
Debtor as counsel.
S.E.E.K ARIZONA: Hearing to Use Cash Collateral Set for June 17
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona is set to
hold a hearing on June 17 to consider final approval of S.E.E.K.
Arizona, LLC's motion to use cash collateral.
The company's authority to use cash collateral pursuant to the
court's June 4 order expires on June 17.
The June 4 interim order approved the payment of the company's
expenses from the cash collateral in accordance with the budget it
filed with the court.
The interim order granted National Loan Investors, L.P. and other
secured creditors replacement liens on all current and future
assets of the company, with the same priority and validity as their
pre-bankruptcy liens.
About S.E.E.K. Arizona LLC
S.E.E.K. Arizona LLC provides behavioral health services including
Applied Behavior Analysis (ABA) and counseling for individuals of
all ages. The Company operates in Arizona, with its primary
facility located in Mesa. Its services focus on supporting clients
in developing positive behavior, emotional regulation, and
communication skills.
S.E.E.K. Arizona LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-04625) on
May 21, 2025. In its petition, the Debtor reports estimated assets
between $50,000 and $100,000 and estimated liabilities between $1
million and $10 million.
The Debtors are represented by LaShawn D. Jenkins, Esq. at Jenkins
Law Firm, PLLC.
SANTANDER CONSUMER: First Trust Marks $148 Million Loan at 90% Off
------------------------------------------------------------------
First Trust Alternative Opportunities Fund has marked its
$148,637,155 loan extended to Santander Consumer Finance, S.A. to
market at $14,788,597 or 10% of the outstanding amount, according
to First Trust's Form N-CSR for the fiscal year ended March 31,
2025, filed with the U.S. Securities and Exchange Commission.
First Trust is a participant in a Loan to Santander Consumer
Finance, S.A. The loan accrues interest at a rate of Series 2024-1,
8.999% (3-Month STIBOR+665 basis points) per annum. The loan
matures on December 25, 2034.
First Trust is a Delaware statutory trust registered under the
Investment Company Act of 1940, as amended, as a non-diversified,
closed-end management investment company. First Trust Capital
Management L.P. serves as the investment adviser of the Fund. The
Fund currently offers shares of beneficial interest in two separate
share classes: Class A Shares and Class I Shares. The investment
objective of the Fund is to seek to achieve long-term capital
appreciation by pursuing positive absolute returns across market
cycles.
The Fund is led by Michael Peck as Principal Executive Officer and
Chad Eisenberg as Principal Financial Officer.
The Fund can be reach through:
Michael Peck
First Trust Alternative Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Telephone: (414) 299-2270
About Santander Consumer Finance, S.A.
Santander Consumer Finance is a leading consumer finance bank
present in 16 European countries. Its business activity is focused
on supporting its customers by offering them the best banking and
financial solutions, and helping its partners (OEMs, dealers and
merchants) to boost their sales capacity by financing their
products and developing advanced technologies to give them a
competitive edge.
SANTANDER CONSUMER: First Trust Marks $37 Million Loan at 85% Off
-----------------------------------------------------------------
First Trust Alternative Opportunities Fund has marked its
$37,693,703 loan extended to Santander Consumer Finance, S.A. to
market at $5,542,308 or 15% of the outstanding amount, according to
First Trust's Form N-CSR for the fiscal year ended March 31, 2025,
filed with the U.S. Securities and Exchange Commission.
First Trust is a participant in a Loan to Santander Consumer
Finance, S.A. The loan accrues interest at a rate of Series 2023-1,
Class B, 11.057% (3-Month CIBOR+850 basis points) per annum. The
loan matures on October 31, 2033.
First Trust is a Delaware statutory trust registered under the
Investment Company Act of 1940, as amended, as a non-diversified,
closed-end management investment company. First Trust Capital
Management L.P. serves as the investment adviser of the Fund. The
Fund currently offers shares of beneficial interest in two separate
share classes: Class A Shares and Class I Shares. The investment
objective of the Fund is to seek to achieve long-term capital
appreciation by pursuing positive absolute returns across market
cycles.
The Fund is led by Michael Peck as Principal Executive Officer and
Chad Eisenberg as Principal Financial Officer.
The Fund can be reach through:
Michael Peck
First Trust Alternative Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Telephone: (414) 299-2270
About Santander Consumer Finance, S.A.
Santander Consumer Finance is a leading consumer finance bank
present in 16 European countries. Its business activity is focused
on supporting its customers by offering them the best banking and
financial solutions, and helping its partners (OEMs, dealers and
merchants) to boost their sales capacity by financing their
products and developing advanced technologies to give them a
competitive edge.
SANTIS & ARGENTA: Hires Van Horn Law Group P.A. as Counsel
----------------------------------------------------------
Santis & Argenta, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Van Horn Law Group,
P.A. as counsel.
The firm will provide these services:
a. give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued management of
its business operations;
b. advise the debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting and with the rules of the court;
c. prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. represent the debtor in negotiation with its creditors in
the preparation of a plan.
e. represent the debtor in negotiation with its creditors in
the preparation of a plan.
The firm will be paid at these rates:
Chad Van Horn $500 per hour
Clerks, Paralegals, and Associates $175 to $350 per hour
The firm was paid a retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chad Van Horn, Esq., a partner at Van Horn Law Group, P.A.,
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:
Chad Van Horn, Esq.
Van Horn Law Group, P.A.
500 NE 4th Street #200
Fort Lauderdale, FL 33301
Telephone: (954) 765-3166
Facsimile: (954) 756-7103
Email: Chad@cvhlawgroup.com
About Santis & Argenta
Santis & Argenta, LLC is in the business of cabinet fabrication and
is located at 3675 NW 19th Street, Fort Lauderdale, Florida 33311.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13236) on April 3,
2024. In the petition signed by Andrey Argenta, president, the
Debtor disclosed under $1 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case.
Chad T. Van Horn, Esq., at Van Horn Law Group, PA, is the Debtor's
bankruptcy counsel.
SAY YES: Seeks to Use Cash Collateral
-------------------------------------
Say Yes Really of Birmingham, LLC asked the U.S. Bankruptcy Court
for the Northern District of Alabama, Southern Division, for
authority to use cash collateral and provide adequate protection.
The Debtor, a single-asset real estate business in Birmingham,
Alabama, filed for bankruptcy on March 28, 2025, and continues to
operate as a Debtor-in-Possession. The State of Alabama has a
recorded tax lien for $455.67 covering various 2023–2024 sales
tax periods, secured by a UCC-1 filing on all of the Debtor's
property.
The Debtor owns multiple real estate parcels and other assets with
significant value, including rental income, judgment proceeds, a
potential legal claim, and a contract for the sale of one property.
The State and other creditors assert their security interests
extend to all property and proceeds, constituting cash collateral.
To provide adequate protection, the Debtor proposed that existing
equity in its real estate and assets, as well as a pending property
sale, will secure the creditor's claim. The Debtor also offers to
grant a post-petition replacement lien similar in scope to the
pre-petition lien. The Debtor argued that using the cash collateral
is essential to maintain operations and avoid irreparable harm,
specifically noting it needs funds to pay ordinary business
expenses and administrative costs, including legal and trustee
fees.
About Say Yes Really of Birmingham, LLC
Say Yes Really of Birmingham, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No.
25-00943-TOM11) on June 4, 2025. In the petition signed by Alonzo
McCruten, manager-member, the Debtor disclosed up to $500,000 in
assets and up to $50,000 in liabilities.
Judge Tamara O. Mitchell oversees the case.
Robert C. Keller, Esq., at Russo, White & Keller, P.C., represents
the Debtor as legal counsel.
SCV GRAPHIC: Gets Interim OK to Use Cash Collateral Until June 30
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Newnan Division entered its second interim order authorizing SCV
Graphic Productions, Inc. to continue using cash collateral.
The order authorized the company's interim use of cash collateral
from April 28 to June 30, to fund its operations in accordance with
its budget.
As protection, lenders including Wells Fargo Bank N.A., the U.S.
Small Business Administration and California DTFA, and creditors
potentially holding liens on the cash collateral were granted liens
on post-petition assets similar to their pre-bankruptcy
collateral.
The final hearing is scheduled for June 18.
About SCV Graphic Productions Inc.
SCV Graphic Productions Inc., operating as Dangling Carrot
Creative, is a custom graphics and display manufacturing company
that specializes in manufacturing custom displays, signage, and
creative installations using materials such as composites,
plastics, and foams, alongside printing and imaging technology. The
company maintains operations in both Fayetteville, Georgia and
Valencia, California, with its principal place of business located
in Georgia.
SCV Graphic Productions Inc.sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-10613) on April
28, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by Benjamin R. Keck, Esq. at Keck Legal,
LLC.
SEASPAN CORP: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Seaspan Corporation's Long-Term Issuer
Default Rating (IDR) and unsecured notes at 'BB'. The Rating
Outlook is Stable.
Key Rating Drivers
Leading Franchise and Low Leverage: The affirmations reflect
Seaspan's scale and franchise as a leading containership lessor,
low leverage, predictable cash flows generated predominantly from
longer-term leases, and solid liquidity. Seaspan's ratings are also
supported by a strong operating platform, which includes ownership
of a young fleet on long-term charters, solid profitability and an
experienced leadership team.
Shipping Exposure, Secured Funding Constrain Rating: Seaspan's
ratings are primarily constrained by significant customer
concentration, a high proportion of secured funding and the
specialized nature and relative illiquidity of containerships when
compared with other large equipment lessors.
Rating constraints applicable to the containership leasing sector
include risks associated with the cyclicality of the global
shipping industry, exposure to trade policy shocks and the
potential for undisciplined industry capacity build-up that may
negatively impact the financial performance of containership
liners. These risks, should they materialize, could pressure
containership charter rates and expose Seaspan to potentially
sizable impairment charges.
Largest Global Containership Lessor: Seaspan is the largest
containership lessor in the world with 185 ships accounting for 1.9
million of twenty-foot equivalent Unit (TEU) capacity as of March
31, 2025. Seaspan successfully took delivery of all 70 vessels in
its 2020-2021 orderbook as of 1Q25, and it placed orders for 44
more vessels to be delivered in 2025-2029. The current orderbook
includes 23 dual fuel containerships on charter to Maersk and six
dual fuel pure car truck carrier (PCTC) vessels on charter to
Hyundai-Glovis.
Fitch views these additions favorably as they align with the
strategy of long-term, fixed rate leases to strong counterparties
and, for the PCTCs, diversify the end user base. Seaspan's fleet is
the youngest among public peers with a weighted average fleet age
of five years as of April 2025, pro forma for the order book.
Concentrated Customer Base: Seaspan has meaningful customer
concentration risk, as the top three customers comprised more than
54% of lease revenues in 2024, and revenues from the newbuild
vessels will be similarly concentrated. The company has not
recognized impairments on its vessels since 2016, and Fitch expects
impairment risk to remain low over the Outlook horizon given the
young, in-demand fleet and focus on the largest shipping line
customers. Further, the portfolio's long average remaining term of
5.4 years at 1Q25, excluding the orderbook, mitigates remarketing
risk despite the highly uncertain trade environment.
Solid Profitability: Seaspan reported pre-tax return on average
assets (ROAA) of 4.7% in 2024, up from 3.6% in 2023 driven by
earnings from the newly delivered vessels. Fitch expects ROAA to
remain in the 3%-5% range over the Outlook horizon as the
contracted lease revenues are realized and utilization remains high
in the near term. Still, the sector faces headwinds from U.S. trade
policy shocks, and a prolonged reduction in trade flows would
constrain profitability and earnings growth over the longer term.
Leverage Driven by Orderbook: Seaspan's leverage is amongst the
lowest compared to Fitch-rated equipment lessors, with gross debt
to tangible equity of 2.0x at 1Q25. Leverage declined from 2.4x at
YE24 due primarily to a $438 million capital contribution from
Atlas Corp, its parent company, following the sale of its other
operating subsidiary, APR Energy Limited. Adjusted for the capital
contribution, which Fitch expects to be temporary, leverage was
2.2x at 1Q25. While still low, leverage has risen incrementally
over the last two years, from 1.6x-1.8x from YE20 - YE22, as the
company has drawn on secured financing for newbuild vessel
deliveries. Fitch expects leverage to remain between 2.0x -2.5x
over the Outlook horizon as financing for the new orderbook is
drawn.
High Proportion of Secured Funding: Seaspan's predominantly secured
funding profile constrains the rating. At 1Q25, unsecured debt
represented 7.0% of total debt, down from 22.2% at 1Q23 due to
early bond redemptions trigged by the closing of the take-private
transaction in 2023, as well as material draws on secured borrowing
capacity to fund newbuild deliveries. Fitch believes a more
meaningful unsecured funding component would improve financial
flexibility in times of stress.
Adequate Liquidity: Fitch believes Seaspan's liquidity profile is
adequate as of 1Q25, consisting of $1.2 billion of cash on hand and
$700 million availability under its committed revolving credit
facilities. Fitch estimates liquidity sources (unrestricted cash
and undrawn facility capacity) covered the next 12 months of debt
maturities by approximately 2.3x at 1Q25, which is within Fitch's
'a' category benchmark range of over 2.0x. Additionally, capex
needs for the 2025-2029 newbuild deliveries are fully funded with
committed financing and current liquidity.
Stable Outlook: The Stable Outlook reflects Fitch's expectation
that Seaspan will maintain its market position and generate
consistent cash flows with minimal impairments, while maintaining
sufficient liquidity, an unsecured funding component, and leverage
between 2.0x - 2.5x over the Outlook horizon.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Material deterioration of the container shipping industry due to
trade wars between large economies and/or exogenous shocks
resulting in oversupply of containerships and sustained declines in
lease rates and cash generation of re-chartered vessels;
- The default of one of the company's top lessees; elevated vessel
impairments that erode Seaspan's equity base; debt funded capital
distributions to the parent;
- A sustained increase in leverage above 3.0x;
- Sustained maintenance of unsecured funding below 10%; and/or
- The decline of liquidity coverage below 1x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Sustained increase in the unsecured debt proportion approaching
25% of total debt, which would enhance the firm's funding
flexibility;
- Further diversification and improvement in the credit quality of
the customer base;
- Leverage sustained at or below 2.0x;
- Continuation of minimal impairments;
- Maintenance of a manageable dividend payout ratio; and/or
- Liquidity coverage sustained above 1.25x.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The senior unsecured long-term debt rating is equalized with the
Long-Term IDR and reflects average recovery prospects in case of
stress, given the company's low leverage and the presence of the
moderate pool of unencumbered assets.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The unsecured debt rating is expected to move in tandem with the
IDR, but a meaningful increase in leverage and/or a decrease in the
proportion of unencumbered assets to unsecured debt could result in
the unsecured debt rating being notched down from the IDR.
ADJUSTMENTS
- The Standalone Credit Profile (SCP) has been assigned in line
with the implied SCP.
- The Business Profile score has been assigned below the implied
score due to the following adjustment reason(s): business model
(negative).
- The Asset Quality score has been assigned below the implied score
due to the following adjustment reason(s): concentrations; asset
performance (negative), risk profile and business model
(negative).
- The Earnings & Profitability score has been assigned below the
implied score due to the following adjustment reason(s): historical
and future metrics (negative).
- The Funding, Liquidity & Coverage score has been assigned below
the implied score due to the following adjustment reason(s):
funding flexibility (negative), historical and future metrics
(negative).
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 Prior
----------- ------ -----
Seaspan Corporation LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed BB
SHUBREW LLC: Seeks Cash Collateral Access
-----------------------------------------
ShuBrew, LLC asked the U.S. Bankruptcy Court for the Western
District of Pennsylvania for authority to use cash collateral.
The Debtor's obligations mainly consist of equipment leases and
unsecured debts, but three creditors -- WebBank, CHTD Company, and
Funding Metrics, LLC -- have valid and perfected security interests
in the Debtor's cash collateral through UCC financing statements
filed with the Pennsylvania Secretary of State.
WebBank holds the first-priority lien on all accounts receivable,
payments, and related cash proceeds, established by a UCC-1 filing
on March 26, 2024. CHTD Company holds the second-priority lien,
covering a broad range of collateral including receivables, deposit
accounts, personal property, and equipment, secured by a UCC filing
on June 13, 2024. Funding Metrics, LLC holds a third-priority lien
based on a purchase of future receipts, including all monetary
payments in the ordinary course of business, with its lien
perfected by a UCC filing on February 12, 2025.
This cash collateral, which is made up of incoming payments and
accounts receivable, is needed to sustain daily operations and
preserve the Debtor's value as a going concern. The Debtor proposed
to begin making adequate protection payments to these secured
creditors in accordance with its forthcoming Chapter 11
reorganization plan.
A hearing on the matter is set for July 3.
About ShuBrew LLC
ShuBrew, LLC is a famous beer and brewery brand.
ShuBrew LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. W.D. Pa. Case No. 25-20577) on March 6, 2025. In its
petition, the Debtor reported estimated assets ranging from
$100,000 to $500,000 and liabilities between $500,000 and $1
million.
Judge John C. Melaragno oversees the case.
The Debtor is represented by Brian C. Thompson, Esq. at Thompson
Law Group, PC.
SIGNAL PARENT: S&P Downgrades ICR to 'CCC+', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Signal
Parent Inc. (doing business as Interior Logic Group Holdings LLC
[ILG]) to 'CCC+' from 'B-'.
S&P also lowered its rating on the company's first-lien term loan
to 'CCC+' from 'B-' and senior unsecured notes to 'CCC-' from 'CCC'
as a result.
The negative outlook reflects the risk of a downgrade if ILG
continues to sustain free operating cash flow (FOCF) deficits and
its liquidity continues to deteriorate, thereby raising prospects
for a distressed debt transaction or payment default in the
subsequent 12 months.
S&P said, "We believe ILG's capital structure is unsustainable, as
indicated by our forecast for leverage above 10x, interest coverage
below 1x, and negative FOCF generation. ILG's operating performance
is weakening due to persistent macroeconomic headwinds, elevated
interest rates that have dampened consumer demand, and operational
execution issues, particularly in key markets such as Arizona and
Colorado, where the company has lost market share. Compared to our
base-case expectations, which assumed a modest revenue decline and
200-400 basis points (bps) of EBITDA margin expansion in 2024 from
lower restructuring costs, ILG reported a 12.8% year-over-year
revenue decline to $1.7 billion. This underperformance resulted in
lower absolute EBITDA and weaker credit metrics, including leverage
exceeding 10x, which are levels we consider unsustainable.
"Amid these headwinds, which may intensify due to additional
pressure from tariffs, inflation, and elevated material costs, we
project revenue and margin will continue degrading and free cash
flow will remain negative, resulting in leverage increasing above
13x. Although the company has sufficient borrowing capacity on its
revolver to cushion against FOCF deficits in 2025 and it lacks
near-term maturities, we believe it will be difficult for the
company to sustain its debt obligations and could face a liquidity
shortfall in 2026.
"ILG's asset-based lending (ABL) facility provides liquidity with a
borrowing base that has continuously contracted due to declining
account receivables and inventory. As of March 31, 2025, the
company's total liquidity of $84 million, comprised of $34.8
million of cash and $49 million of revolving availability. While we
consider this a sufficient level to support business needs and it
does not put the company at risk of a shortfall over the next 12
months, our forecast contemplates the company needing to utilize at
least half of this current availability over the remainder of 2025.
This would leave about $40 million in remaining liquidity--levels
that, in our view, would introduce a mounting risk of a liquidity
shortfall in 2026."
Revenue declines reflect lower installations and home builder
customers opting for smaller lots, fewer upgrades, and more
standardized packages from ILG to maintain affordability amid high
mortgage rates. Revenue decreased by 12.3% to $1.7 million compared
to the previous year. This is primarily due to headwinds in the
housing market resulting from lower homebuilder starts, inflation,
and lower levels of residential installations as home builders opt
for fewer upgrades to maintain affordability in this environment.
ILG's revenue declined 12% in the first quarter of 2025 as fewer
installations exacerbated lower revenue per lot. S&P said, "We
expect revenue will decline about 10% in 2025 due to inflation,
high interest rates, housing affordability, lower revenue per lot,
and market share loses. We also expect EBITDA margins to contract
as the company's costs have not dropped as much as we expected
following its headcount reductions in the middle of last year."
Economic uncertainty stemming from tariff issues, elevated mortgage
rates, and rising building material costs are likely to continue to
hurt single-family housing starts, a leading revenue indicator.
Single-family housing starts decreased 2.1% in April to a
seasonally adjusted annual rate of 927,000 units, and are down 12%
compared to April 2024, according to a report from the U.S.
Department of Housing and Urban Development and the U.S. Census
Bureau. Elevated interest rates, uncertainty on the tariff front,
and rising construction costs have impaired housing affordability
and thus demand. Single-family housing starts have declined in six
of the last seven months, most likely indicating a tough 2026 for
ILG given the typical several-month lag between the start of
construction on a new house and when ILG can begin its work.
While the company's term loan doesn't mature until April 1, 2028,
its debt-trading levels are currently very distressed. In March of
2025, the company extended its ABL revolving credit facility to
April 2030 from April 2026. It has a springing maturity if $100
million or more of the term loan is still outstanding 91 days prior
to the April 2028 term loan maturity. While S&P views the extension
as favorable, the trading prices on its term loan remain
substantially below par.
Given the expectation for a weak 2025 operating performance, tepid
housing starts so far in 2025, high interest, and high cost of
materials, credit metrics may not improve until late 2026 or early
2027, making a refinancing somewhat difficult. S&P said, "We
believe the company will need to demonstrate a major improvement in
performance to refinance its term loan on reasonable terms to
prevent springing its ABL maturity. We also believe that ILG may
become increasingly incentivized to pursue a distressed debt
exchange or restructuring if performance fails to improve or
continues to weaken, given the discounts at which its debt trades
in secondary markets."
The negative outlook reflects the risk of a downgrade if ILG
continues to sustain FOCF deficits and its liquidity continues to
deteriorate, thereby raising prospects for a distressed debt
transaction or payment default in the subsequent 12 months.
S&P could lower the rating if it sees an increased risk of a
near-term liquidity shortfall or default within 12 months. This
could occur if:
-- Additional business challenges or underperformance lead to
higher-than-expected cash flow deficits and liquidity deteriorating
further; or
-- S&P believes prospects for a distressed debt transaction within
the next 12 months have increased.
S&P said, "We could raise our rating on ILG if it generates
operating performance above our expectations within the next 12
months, leading to lower leverage and an improved liquidity
position. We would also need to determine the company can refinance
its 2028 term loan maturity. In this scenario, considerations would
likely include evidence of a strong recovery in the trading prices
of its debt on secondary markets, along with our projections for
future improvement of credit metrics and performance."
SOLAR MOSAIC: KBRA Flags Risks in Chapter 11 Filing
---------------------------------------------------
Solar Mosaic LLC has filed voluntary petitions for relief under
Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of Texas. According to
its press release dated June 6, 2025, Mosaic plans to maintain its
loan servicing operation through the Chapter 11 process.
Forbright Bank, an existing loan servicing customer of Mosaic and
the administrative agent representing lenders in the Chapter 11
proceedings, has expressed its intention to leverage its financial
strength to support Mosaic's servicing operations.
According to the transaction documents of credit rating agency
KBRA-rated solar loan asset-backed securities transactions for
which Mosaic is the servicer, Mosaic's bankruptcy constitutes a
servicer termination event. However, the bankruptcy court may have
broad authority over any contracts or agreements to which Mosaic is
a party, which could prevent the trustee from appointing a
successor servicer during the Chapter 11 process. Because
situations involving a servicer bankruptcy present the potential
for a servicing disruption, if during, or as a result of, the
Chapter 11 proceedings, Mosaic is unable to continue to service the
ABS trusts at a level consistent with its historic servicing
standards, the potential exists for the ABS trusts to incur
increased delinquencies and cash flow disruption. KBRA will
continue to monitor the situation, and if any performance
degradation should occur, KBRA will consider the magnitude of any
such degradation in effectuating Watch Placements and/or rating
actions across our rated universe of 18 Mosaic transactions, which
include two unpublished transactions.
The following is a list of Mosaic's published transactions rated by
KBRA.
-- Mosaic 2017-1
-- Mosaic 2017-2
-- Mosaic 2018-1
-- Mosaic 2018-2-GS
-- Mosaic 2019-1
-- Mosaic 2019-2
-- Mosaic 2020-1
-- Mosaic 2020-2
-- Mosaic 2021-1
-- Mosaic 2021-2
-- Mosaic 2021-3
-- Mosaic 2022-1
-- Mosaic 2022-2
-- Mosaic 2022-3
-- Mosaic 2023-1
-- Mosaic 2024-2
Related Publication
-- Mosaic Solar Loans LLC & Mosaic Solar Loan Trust Comprehensive
Surveillance Report
About KBRA
KBRA, one of the major credit rating agencies, is registered in the
U.S., EU, and the UK. KBRA is recognized as a Qualified Rating
Agency in Taiwan, and is also a Designated Rating Organization for
structured finance ratings in Canada. As a full-service credit
rating agency, investors can use KBRA ratings for regulatory
capital purposes in multiple jurisdictions.
About Solar Mosaic
Mosaic is an industry-leading fintech platform for sustainable home
improvements. Founded in 2010, Mosaic is a pioneer in clean energy
lending providing innovative solutions for financing solar, battery
storage, and more. Mosaic has funded $15 billion in loans to date,
helping more than 500,000 households make their homes more
sustainable and efficient.
On June 6, 2025, Mosaic Sustainable Finance Corporation and four
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex.
Lead Case No. 25-90156). The cases are pending before the
Honorable Christopher M. Lopez.
The Company tapped Paul Hastings LLP as legal counsel, BRG for
managing director Mark A. Renzi as chief restructuring officer, and
C Street Advisory Group as strategic communications advisor.
Kroll, formerly Prime Clerk LLC, is the claims agent.
Blank Rome LLP is serving as legal counsel and Huron Consulting
Group is serving as financial advisor to Forbright Bank.
SOLCIUM SOLAR: Gets Final OK to Use Cash Collateral
---------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, granted Solcium Solar, LLC's authority to use
cash collateral on a final basis.
The final order authorized the company to use cash collateral to
pay the expenses set forth in its budget. The company may deviate
up to 10% from the line items in the budget without violating the
order.
As protection, secured creditors will have a perfected
post-petition lien on the cash collateral to the same extent and
with the same validity and priority as their pre-bankruptcy liens.
In addition, Solcium Solar was ordered to maintain insurance
coverage for its property in accordance with its obligations under
its loan agreements with secured creditors.
About Solcium Solar
Solcium Solar, LLC is a privately owned and operated solar energy
company specializing in residential solar solutions, commercial
solar solutions, EV solar solutions, and battery storage
solutions.
Solcium Solar sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05611) on
October 18, 2024, with $100,000 to $500,000 in assets and $1
million to $10 million in liabilities. Aaron R. Cohen serves as
Subchapter V trustee.
Judge Grace E. Robson oversees the case.
The Debtor is represented by:
Scott W. Spradley, Esq.
Law Offices of Scott W. Spradley, P.A.
Tel: 386-693-4935
Email: scott@flaglerbeachlaw.com
SPECIAL EFFECTS: Court OKs Deal to Use SBA's Cash Collateral
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved a stipulation between Special Effects Unlimited, Inc. and
the U.S. Small Business Administration, authorizing continued use
of cash collateral.
The stipulation allows Special Effects Unlimited to use its secured
creditor's cash collateral until Aug. 31 to pay its post-petition
expenses.
As protection, SBA will be granted a replacement lien on revenues
generated by the company after the petition date.
As of the petition date, Special Effects Unlimited owes its secured
creditor $174,879.15. The loan is secured by the company's personal
property.
About Special Effects Unlimited
Special Effects Unlimited, Inc. operates as a specialized rental
provider of film and entertainment industry effects equipment,
including weather effects, wind machines, fog systems, and physical
effects equipment. The company maintains operations at 8942
Lankershim Blvd., Sun Valley, Calif., and serves the greater Los
Angeles entertainment market.
Special Effects Unlimited filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 25-10015) on January 5, 2025, listing between $1
million and $10 million in assets and between $500,000 and $1
million in liabilities.
Judge Victoria S. Kaufman handles the case.
The Debtor is represented by:
Marc A. Goldbach, Esq.
Goldbach Law Group
Tel: 562-696-0582
Email: marc.goldbach@goldbachlaw.com
STARWOOD PROPERTY: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Starwood Property Trust, Inc. and its subsidiary,
Starwood Property Mortgage, L.L.C. (SPM; together, Starwood), at
'BB+'. The Rating Outlook is Stable. Fitch has also affirmed the
senior secured debt rating of SPM at 'BBB-' and the senior
unsecured debt rating of Starwood at 'BB+'.
Key Rating Drivers
Strong Affiliation with Alternative Asset Manager: Starwood's
ratings reflect the strength of its affiliation with Starwood
Capital Group Global, L.P. (SCG), which provides access to deal
flow and deep industry and collateral expertise. Starwood's ratings
also reflect its solid market position within its core segments,
the relative diversity of its business model, good asset quality,
consistent operating performance, appropriate leverage, a diverse
and well-laddered funding profile, and solid liquidity.
Challenging Sector Conditions: Fitch's assessment of commercial
real estate (CRE)-focused lenders is constrained by continued
challenging real estate trends leading to higher nonaccruals.
Rating constraints also include Starwood's largely secured funding
profile, reliance on wholesale funding sources, and the
distribution requirements associated with the firm's real estate
investment trust (REIT) status, which limits its ability to retain
capital.
Diversified Business Model: Starwood is one of the largest and most
diverse commercial mortgage REITs in the U.S. Fitch believes the
firm's product line diversity, which includes owned property,
infrastructure lending and special servicing of commercial
mortgage-backed securities (CMBS), allows it to be opportunistic in
different market environments as it can reallocate capital to
business segments with more attractive risk-adjusted returns.
Strong Underwriting Mitigates Credit Risk: Historically, Starwood
has reported relatively strong asset quality compared to peers,
which has been driven by good collateral coverage and effective
asset management. The company has a track record of operating and
selling assets at gains relative to carrying value, which has
resulted in very low net charge-offs historically. However, the
ratio of impaired and nonperforming loans to total loans increased
to 5.4% at 1Q25, up from 3.7% the previous year. This is higher
than the four-year average of 4.1% (YE21 to YE24) but remains
within Fitch's 'bb' category benchmark range of 4%-10% for balance
sheet intensive finance and leasing companies with a sector risk
operating environment (SROE) score in the 'bbb' category.
Fitch believes the firm's diverse portfolio and conservative
underwriting should help to mitigate potential underperformance in
certain CRE sectors — namely office properties, which represented
20.8% of the loan portfolio and just 9% of total assets as of March
31, 2025.
Diversity of Revenue Sources: For the trailing 12 months (TTM)
ended March 31, 2025, the firm generated a pretax ROAA of 1.5%,
which is below the average of 2.3% from 2021-2024. Fitch also
considers distributable earnings (DE) to average assets, adjusted
for noncash items recorded in net income in its assessment of
profitability. On this basis, Starwood reported a DE to average
assets ratio of 2.6% for TTM 1Q25, which compares with 2.8%
reported a year ago and an average of 2.8% from 2021 to 2024.
This ratio falls within Fitch's 'bb' earnings benchmark range of 2%
to 6% for finance and leasing companies with high balance sheet
usage and a 'bbb' category SROE score. Fitch expects earnings to
remain relatively resilient compared with peers, given the
diversity of revenue sources and relatively stable credit
performance in the medium term.
Leverage Below Target: Starwood's leverage, calculated as gross
debt-to-tangible equity including off-balance sheet, non-recourse
funding, adding back accumulated depreciation on real estate to
tangible equity, was 3.5x at 1Q25. This is consistent with Fitch's
'bbb' category leverage benchmark range of 0.75x-4x for balance
sheet intensive finance and leasing companies with a 'bbb' category
SROE score.
As of 1Q25, Starwood had $3.2 billion of nonrecourse CLO debt
outstanding. Fitch considers CLO debt a funding source for one of
the firm's core businesses and, therefore, primarily evaluates
Starwood's leverage including CLO borrowings.
Starwood has historically sought to manage its adjusted leverage
ratio, as measured by net debt to tangible equity, excluding cash,
restricted cash and any nonrecourse borrowings related to
securitizations and including accumulated depreciation, at or
around 2.5x. At 1Q25, adjusted leverage was 2.3x. As such, Fitch
expects the firm to deploy excess capital and liquidity as lending
or investing opportunities arise over the near to medium term.
Largely Secured Funding Profile: At 1Q25, approximately 15% of
Starwood's debt was unsecured and 18% proforma for the $500 million
sustainability note issuance in April 2025, which was at the lower
end of Fitch's 'bb' category benchmark range of 10%-35% for firms
with an SROE score in the 'bbb' category. Fitch believes this level
of unsecured funding constrains the firm's rating and would view
favorably an increase in Starwood's unsecured funding mix, as it
would enhance its financial flexibility. Starwood accessed the
senior unsecured market in 1Q25, issuing $500 million of
sustainability notes in a leverage neutral transaction.
Starwood's secured funding is considered diverse, comprised of
warehouse facilities, repurchase facilities, mortgages and
securitizations, and it maintains a well-laddered maturity profile.
There are no debt maturities until July 2026 when $400 million of
senior unsecured notes come due. Fitch believes Starwood's
refinancing risk is manageable. Moreover, as of 1Q25, 84% of its
debt facilities do not permit valuation adjustments based on
capital markets events. Instead, margin calls on these facilities
are limited to collateral-specific credit marks, which is expected
to limit liquidity risks even during periods of market stress given
the firm's strong underwriting track record.
Solid Liquidity: Liquidity remains solid, with $2 billion of
resources, comprised of cash and approved but undrawn capacity on
committed credit facilities. This provided 4.4x coverage of
expected future loan fundings and working capital needs, which
compares favorably to peers. Fitch expects this ratio to decline as
the investment environment becomes more certain, but it should
remain sound over time.
Starwood's liquidity position remains constrained by its REIT tax
election, as REITs must distribute at least 90% of their net
taxable income, excluding capital gains, to shareholders each year.
This risk is offset by Fitch's expectation that the firm will
continue to generate DE in excess of its dividend requirement.
Stable Outlook: The Stable Outlook reflects Fitch's view that
Starwood's leverage will be managed in a manner consistent with the
risk profile of the portfolio, credit losses will remain
manageable, and earnings will remain sufficient to cover its
dividend. Fitch also expects the company to opportunistically issue
unsecured debt, maintain funding flexibility, appropriately manage
its debt maturity profile and maintain solid liquidity.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A sustained increase in Fitch-calculated leverage, including all
non-recourse debt, above 5x and/or a sustained increase in
company-calculated leverage above 3.0x;
- A sustained reduction in the proportion of unsecured debt funding
below 10%;
- Material deterioration in credit performance that results in
write-offs above longer-term historical levels;
- An inability to maintain sufficient liquidity relative to
near-term debt maturities, unfunded commitments and margin call
potential;
- A reduction in business line diversity due to a material shift in
strategy;
- A reduction in core earnings and earnings coverage of the
dividend.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- A sustained increase in the proportion of unsecured debt
approaching 35% of total debt;
- The maintenance of leverage at or below 3x on a Fitch-calculated
basis, including on-balance sheet non-recourse debt;
- The maintenance of strong asset quality performance;
- Consistent core earnings generation;
- The maintenance of a solid liquidity profile.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
SPM's term loan ranks senior to current and future senior unsecured
notes issued by Starwood and its subsidiary. The rating on
Starwood's term loan is one notch above SPM's Long-Term IDR,
reflecting Fitch's expectation for good recovery prospects due to
strong collateral coverage of the term loan.
The unsecured debt rating is equalized with Starwood's Long-Term
IDR, reflecting the availability of unencumbered assets and average
recovery prospects for creditors under a stressed scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The secured debt rating is sensitive to changes in SPM's and
Starwood's respective Long-Term IDRs and in Starwood's funding mix
and collateral coverage for the term loan. An increase in secured
debt and/or weaker collateral coverage that weakens recovery
prospects on the term loan could result in the elimination of the
upward notching of the secured debt.
The unsecured debt rating is sensitive to changes in Starwood's
Long-Term IDR, unsecured funding mix and the level of unencumbered
balance sheet assets relative to outstanding unsecured debt. An
increase in secured debt and/or a sustained decline in the level of
unencumbered assets that weakens recovery prospects on the
unsecured debt could result in the unsecured debt ratings being
notched down from the Long-Term IDR.
SUBSIDIARY AND AFFILIATE RATINGS: KEY RATING DRIVERS
As a wholly owned subsidiary, SPM's Long-Term IDR is equalized with
that of Starwood, its parent.
SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES
SPM's rating is sensitive to any rating change to Starwood.
ADJUSTMENTS
The Standalone Credit Profile (SCP) has been assigned in line with
the implied SCP.
The Asset Quality score has been above the implied score due to the
following adjustment reason: Loan classification policies
(positive).
The Funding, Liquidity & Coverage score has been assigned below the
implied score due to the following adjustment reason: Funding
flexibility (negative).
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 Prior
----------- ------ -----
Starwood Property
Trust, Inc. LT IDR BB+ Affirmed BB+
senior
unsecured LT BB+ Affirmed BB+
Starwood Property
Mortgage, L.L.C. LT IDR BB+ Affirmed BB+
senior secured LT BBB- Affirmed BBB-
STEWARD HEALTH: Disputes Government Bid for Trustee-Managed Ch. 11
------------------------------------------------------------------
Angelica Serrano-Roman of Bloomberg Law reports that Steward Health
Care System LLC is opposing efforts by the Justice Department's
bankruptcy watchdog and a coalition of doctors to convert its
Chapter 11 case into a trustee-controlled liquidation. The company
argued the request lacks evidence of a "substantial or continuing
loss" to the estate.
In a filing Thursday, June 12, 2025, with the U.S. Bankruptcy Court
for the Southern District of Texas, Steward maintained that its
proposed liquidation plan -- developed in collaboration with
lenders and the creditors’ committee -- offers the best chance to
preserve estate value, repay unsecured creditors, and fund
administrative obligations.
Steward warned that shifting to a trustee-led process could derail
those recovery efforts.
About Steward Health Care
Steward Health Care System, LLC, owns and operates the largest
private physician-owned for-profit healthcare network in the U.S.
Headquartered in Dallas, Texas, Steward's operations include 31
hospitals in eight states, approximately 400 facility locations,
4,500 primary and specialty care physicians, 3,600 staffed beds,
and nearly 30,000 employees. Steward Health Care provides care to
more than two million patients annually.
Steward and 166 affiliated debtors filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge
Christopher M. Lopez oversees the proceeding.
The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy
counsel; McDermott Will & Emery as special corporate and regulatory
counsel; AlixPartners, LLP as financial advisor and John Castellano
of AlixPartners as chief restructuring officer. Lazard Freres &
Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of
KeyBanc Capital Markets Inc., provide investment banking services
to the Debtors. Kroll is the claims agent.
Susan N. Goodman has been appointed as patient care ombudsman in
the Debtors' Chapter 11 cases.
STICKY’S HOLDINGS: Wins Bid to Dismiss Brick Law Adversary Case
-----------------------------------------------------------------
Judge J. Kate Stickles of the United States District Court for the
District of Delaware will grant the motion of Sticky's Holdings LLC
to dismiss the adversary proceeding captioned as BRICK LAW PLLC,
Plaintiff, v. STICKY'S HOLDINGS LLC, Defendant, Adv. Pro. No.
24-50223 (D. Del.) for failure to state a claim pursuant to Federal
Rule of Civil Procedure 12(b)(6).
Sticky's hired Brick Law PLLC as its attorneys for a series of
lawsuits. On July 17, 2020, the parties entered into a written
engagement agreement.
During the several years Brick Law represented Sticky's, the Firm
provided regular updates and reports about each matter to Sticky's
personnel and management and sent monthly invoices to Sticky's and
its finance team reflecting the time spent, and expenses incurred,
on each matter. Until early 2024, Sticky's timely paid Brick Law's
invoices as they were received
each month.
On June 2, 2023, the New York County Supreme Court directed the
entry of judgment against Sticky's and its affiliates for
$576,069.05. Sticky's management instructed Brick Law to pursue
both a motion for re-argument of the summary judgment motion and an
appeal, and assured the Firm it would reimburse the costs of the
appeal. The Firm successfully prosecuted the appeal and obtained a
reversal of the judgment against Sticky's and its affiliates.
Brick Law sent Sticky's Invoice Number 1027-01-2024-03, dated March
31, 2024, for professional services provided in March 2024,
including the appeal. The March Invoice contained 27.2 hours of
time spent on Defendant's matters at a billing rate of $400 per
hour ($10,880.00), plus $1,564.27 in expenses and a carry-forward
balance of $11,343.49 that was then unpaid from a February 2024
invoice.19 Sticky's paid the February carry-forward balance, which
left a remaining balance of $12,444.27 due for the March Invoice.
According to Brick Law, Sticky's and its managers assured the Firm
the March Invoice would be paid without hesitation or objection.
Brick Law also sent Sticky's Invoice Number 1027-01-2024-04, dated
April 30, 2024, for professional services related to the appeal.
The balance due on the April Invoice is $5,992.25.23 The unpaid
March Invoice and April Invoice total $18,436.52.24
On April 25, 2024, Sticky's filed for bankruptcy. The bankruptcy
petition does not list Brick Law on the List of Creditors Who Have
the 20 Largest Unsecured Claims and Are Not Insiders. Brick Law
asserts that the balance of the Invoices would be the sixth largest
unsecured claim against Sticky's. Brick Law asserts that even
though Sticky's and its managers were fully aware of the Invoices,
Sticky's intentionally omitted the amounts owed to Brick Law from
its schedules and creditor matrix.
In late September 2024, after the deadline for creditors to file
proofs of claims, Sticky's informed Brick Law that it was not
paying the Invoices.
The Invoices remain unpaid and outstanding.
On Nov. 13, 2024, Brick Law PLLC filed an adversary complaint.
The Complaint asserts seven Counts:
(1) Sticky's fraudulently induced Brick Law not to file a claim
in the bankruptcy case,
(2) Sticky's knowingly filed false statements with the Court,
(3) the debt owed to Brick Law is nondischargeable under 11
U.S.C. Sec. 523(a)(2) and (a)(3),
(4) breach of contract,
(5) quantum meruit,
(6) unjust enrichment, and
(7) account stated.
Sticky's seeks to dismiss the Complaint in its entirety.
In Count 1 of the Complaint, Brick Law argues that it reasonably
and justifiably relied on Sticky's promises and false
representations and was fraudulently induced not to pursue its
rights and remedies as a creditor and did not file a proof of
claim.
Sticky's argues Brick Law is enjoined from pursuing recovery of its
post-petition claims pursuant to the exculpation provision in
Article 7.11 of the Plan. The Court finds the Plan's exculpation
provision is not a proper ground to dismiss the claim.
Brick Law's claim for fraudulent inducement is not plausible, so
the Court will grant the Motion as to Count 1 of the Complaint.
In Count 2 of the Complaint, Brick Law asserts that it is entitled
to damages because Sticky's knowingly made false declarations under
penalty of perjury relating to the bankruptcy
case in violation of 18 U.S.C. Sec. 152 and 18 U.S.C. Sec. 157.52
Sticky's again argues Brick Law is enjoined from pursuing recovery
pursuant to the exculpation provision in Article 7.11 of the Plan.
The exculpation provision is an affirmative defense, and the
determination of the viability of a defense is not proper at the
motion to dismiss stage. Count 2 of the complaint fails to allege a
plausible claim for which Brick Law is entitled to relief.
In Count 3 of the Complaint, Brick Law argues the debt is not
dischargeable under sections 523(a)(2) and 523(a)(3) of the
Bankruptcy Code because they are based on false pretenses, false
representations, actual fraud, and are not scheduled as an
obligation of Sticky's.
Sticky's argues that Brick Law is time-barred from asserting that
its claims are nondischargeable because Bankruptcy Rule 4007(c)
provides that a dischargeability complaint must be filed within 60
days after the first date set for the section 341(a) meeting of
creditors.
The Court finds the debt was not obtained through false or
fraudulent representations.
Brick Law received notice of the bankruptcy case and the deadline
for filing a complaint and failed to file a complaint. It also did
not seek to extend the time to file a complaint. Brick Law is
therefore barred from raising nondischargeability under section
523(a)(2), the Court concludes.
The Court will grant the Motion as to Count 3 of the Complaint.
The Complaint alleges in Counts 4 through 7, respectively, (a)
breach of contract based on Sticky's breach of the Engagement
Agreement and failure to pay the Invoices, (b) quantum meruit for
the reasonable value of services provided to Sticky's (including
prosecuting and paying appeal costs) as reflected in the Invoices;
(c) unjust enrichment for the benefits Sticky's obtained as a
result of Brick Law's legal services; and (d) account stated based
on Sticky's failure to object to, question, or challenge the
Invoices.
Brick Law argues that Sticky's continued to represent, into
September 2024, that it was consulting bankruptcy counsel regarding
the payment of the Invoices. It claims that it actively misled it
into believing the Invoices were being paid, creating Plaintiff's
belief it did not need to participate in Sticky's bankruptcy case
as a creditor. Sticky's In addition, Brick Law argues the deadline
to file a proof of claim should be equitably tolled.
Sticky's counters that Brick Law is barred from asserting Counts 4
through 7 because they are prepetition claims for which Brick Law
failed to file a timely proof of claim. In addition, Sticky's
argues that the injunction provision of the Plan precludes Brick
Law from pursuing the causes of action to collect the prepetition
unsecured debt.
The Court finds that Brick Law was on notice of the bankruptcy
filing, its status as a creditor of Sticky's, and the deadline for
filing a proof of claim and dischargeability complaint.
Brick Law argues that the deadlines should be equitably tolled
based on Sticky's misleading statements and active deception.
Sticky's counters that Brick Law was afforded due process and
received actual notice of the bankruptcy case, the claims bar date,
and the deadline to contest dischargeability of a debt.
The facts show that Brick Law was afforded due process and received
actual notice of the bankruptcy case, the claims bar date, and the
deadline to contest dischargeability of a debt. Despite actual
notice of the deadline to file a proof of claim and
dischargeability complaint, Brick Law disregarded the notices and
did not file a proof of claim or a discharge complaint to protect
its interests, relying instead on a client statement regarding
payment of the Invoices. The facts do not justify the extraordinary
remedy of equitable tolling.
The Court finds equitable tolling is not appropriate.
Sticky's contends the pre-petition claims are barred by the
injunction as set forth in the Plan.
In this case, the Plan and the Confirmation Order preclude Brick
Law from asserting any causes of action against the Debtors on
account of its claims. Counts 4 through 7 each arise from Sticky's
pre-petition failure to pay pre-petition Invoices on account of
pre-petition legal services. These are "Claims" as defined in the
Plan and in the Bankruptcy Code. As a result, the Plan Injunction
enjoins Brick Law from pursuing Counts 4 through 7, the Court
concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=cthBi7 from PacerMonitor.com.
About Sticky's Holdings
Sticky's Holdings LLC and its affiliates operate a chain of
restaurants in New York and New Jersey.
The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case
No. 24-10856) on April 25, 2024. In the petitions signed by Jamie
Greer, CEO, Sticky's Holdings disclosed $5,754,177 in total assets
and $4,677,476 in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped John W. Weiss, Esq., at Pashman Stein Walder
Hayden, PC as legal counsel and Kurtzman Carson Consultants LLC as
administrative advisor.
SUMMIT SPINE: First Trust Marks $2 Million Loan at 79% Off
----------------------------------------------------------
First Trust Alternative Opportunities Fund has marked its
$2,021,144 loan extended to Summit Spine & Joint Centers to market
at $119,314 or 21% of the outstanding amount, according to First
Trust's Form N-CSR for the fiscal year ended March 31, 2025, filed
with the U.S. Securities and Exchange Commission.
First Trust is a participant in a Loan to Summit Spine & Joint
Centers. The loan accrues interest at a rate of 9.298%, Revolver
Per annum. The loan matures on March 18, 2028.
First Trust is a Delaware statutory trust registered under the
Investment Company Act of 1940, as amended, as a non-diversified,
closed-end management investment company. First Trust Capital
Management L.P. serves as the investment adviser of the Fund. The
Fund currently offers shares of beneficial interest in two separate
share classes: Class A Shares and Class I Shares. The investment
objective of the Fund is to seek to achieve long-term capital
appreciation by pursuing positive absolute returns across market
cycles.
The Fund is led by Michael Peck as Principal Executive Officer and
Chad Eisenberg as Principal Financial Officer.
The Fund can be reach through:
Michael Peck
First Trust Alternative Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Telephone: (414) 299-2270
About Summit Spine & Joint Centers
Summit Spine & Joint Centers was founded to provide patients with
high-quality, patient-focused comprehensive treatments. Its
objective is to help patients regain and improve their quality of
life, and at the same time provide compassionate care, one patient
at a time.
SUNNOVA ENERGY: Blank Rome Represents Ad Hoc Dealer Group
---------------------------------------------------------
The law firm of Blank Rome LLP filed a verified statement pursuant
to Rule 2019 of the Federal Rules of Bankruptcy Procedure to
disclose that in the Chapter 11 cases of Sunnova Energy
International Inc. and affiliates, the firm represents the Ad Hoc
Group of Sunnova Dealers (the "Ad Hoc Dealer Group").
Blank Rome represents the Ad Hoc Dealer Group's Participants in the
Chapter 11 Cases. Blank Rome does not represent the Ad Hoc Dealer
Group as a "committee" (as such term is employed under the
Bankruptcy Code and the Bankruptcy Rules) and does not undertake to
represent the interests of, and is not a fiduciary for, any
creditor, party in interest, or other entity other than the Ad Hoc
Dealer Group's Participants. In addition, the Ad Hoc Dealer Group
does not represent or purport to represent any other entities in
connection with the Chapter 11 Cases.
The Ad Hoc Dealer Group's Participants engaged Blank Rome on the
terms set forth in their respective engagement letters in
connection with advising the Ad Hoc Dealer Group and evaluating and
asserting their collective rights against Sunnova Energy
International Inc. and affiliated entities.
The Ad Hoc Dealer Group Members' address and the nature and amount
of disclosable economic interests held in relation to the Debtors
are:
1. Amcon Companies L.L.C.
c/o Brad Hanks and Brent Speed
PO Box 747 Kalaheo, HI 96741
* Unpaid Contract Amounts on or before June 2, 2025, in an
aggregate amount of no less than
$1,718,678.51.
2. Aveyo Solar
c/o Dave Anderson, CFO
1261 S. 820 E. #300, American Fork, UT 84003
* Unpaid Contract Amounts on or before May 5, 2025, in an
aggregate amount of no less than
$8,883,676.12
3. EXO Energy Inc.
c/o Bernie Packard, Owner
1358 La Mirada Dr. San Marcos, CA 92708
* Unpaid Contract Amounts on or before June 2, 2025, in an
aggregate amount of no less than
$5,906,231.11.
* Unpaid settlement payments as of June 4, 2025, in an aggregate
amount of up to no less than
$3,369,634.00.
4. Hawaii Unified Industries, LLC
c/o Ryno Irwin, Officer/Co-Founder
84-1170 Farrington Hwy. Waianae, HI 96792
* Unpaid Contract Amounts on or before May 5, 2025, in an
aggregate amount of no less than
$3,472,375.30
5. Icon Power LLC
c/o Jake Bastian, Owner
3006 Priest Dr. Tempe, AZ 85282
* Unpaid Contract Amounts on or before May 30, 2025, in an
aggregate amount of no less than
$983,221.70.
6. LGCY Power
c/o Luke Toone, Owner/Founder, and Jared Parrish, General
Counsel
3333 Digital Drive #600 Lehi, UT 84043
* Unpaid Contract Amounts on or before May 30, 2025, in an
aggregate amount of no less than
$7,455,364.67.
7. Our World Energy, LLC
c/o Caleb Antonucci, CEO
2501 W Phelps Rd Phoenix, AZ 85023
* Unpaid Contract Amounts on or before June 2, 2025, in an
aggregate amount of no less than
$11,232,693.28.
8. Powur, PBC
c/o Jonathan Budd, CEO
2683 Via De La Valle, Ste. 321G Del Mar, CA 92014
* Unpaid Contract Amounts on or before May 30, 2025, in an
aggregate amount of no less than
$7,687,605.15.
9. Radix Solar
c/o Nick Gifford, Owner and David Force, CEO
1815 N. Main St. Logan, UT 84341
* Unpaid Contract Amounts on or before May 7, 2025, in an
aggregate amount of no less than
$1,056,867.89.
10. Senga Energy LLC
c/o Chris Pélissié, Owner/President
4650 Golden Foothill Pkwy., Ste 135
El Dorado Hills, CA 95762
* Unpaid Contract Amounts on or before May 31, 2025, in an
aggregate amount of no less than $680,203.50
11. Sunsolar Solutions Inc.
c/o Val Berechet, Owner
9059 W. Lake Pleasant Pkwy., H800
Peoria, AZ 85383
* Unpaid Contract Amounts on or before June 2, 2025, in an
aggregate amount of no less than
$758,031.15.
12. Zeo Energy Corp.
c/o Tim Bridgewater, CEO, and Stirling Adams, General Counsel
7625 Little Rd., Suite 200A
New Port Richey, FL 34654
* Unpaid Contract Amounts on or before June 9, 2025, in an
aggregate amount of no less than
$7,411,696.22.
Counsel for Ad Hoc Dealer Group:
BLANK ROME LLP
Joseph M. Welch, Esq.
4 Park Plaza, Suite 450
Irvine, CA 92614
Tel: (949) 812-6000
Email: Joseph.Welch@blankrome.com
Ira L. Herman, Esq.
717 Texas Avenue, Suite 1400
Houston, TX 77002
Tel: (713) 228-6601
Email: Ira.Herman@blankrome.com
Michael B. Schaedle, Esq.
Matthew E. Kaslow, Esq.
One Logan Square
130 N. 18th Street
Philadelphia, PA 19103
Tel: (215) 569-5500
Email: Mike.Schaedle@blankrome.com
Matt.Kaslow@blankrome.com
About Sunnova TEP Developer LLC
Sunnova TEP is a Houston-based subsidiary of the Sunnova group
specializes in renewable energy, with a focus on electric power
generation, transmission, and distribution. Primarily active in the
solar energy sector, the company is likely involved in developing
solar projects and creating financing solutions for solar
installations. Its main office is located at 20 East Greenway
Plaza, Houston, Texas.
Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $100 million and $500 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell
LLP.
SUNNOVA ENERGY: Ch. 11 Court OKs Initial $15M DIP Loan Use
----------------------------------------------------------
Sunnova Energy International Inc. announced on June 13, 2025, that
it has received approval for a series of strategic transactions
intended to support a value-maximizing sale process as part of its
ongoing Chapter 11 proceedings. This announcement marks an
important next step following the Company's, and certain of its
subsidiaries', voluntary chapter 11 filings in the United States
Bankruptcy Court for the Southern District of Texas on June 8,
2025.
"These transactions serve as a critical step forward in Sunnova's
constructive restructuring and reflect the committed support from
our key financial stakeholders," said Paul Mathews, Chief Executive
Officer of Sunnova. "With this additional capital in place, we are
positioned to maintain uninterrupted service to our customers,
fulfill our obligations to employees by paying wages and benefits,
and continue operating our core business throughout the sale
process. I'm proud of our team's dedication and encouraged by the
momentum we're building toward a value-maximizing outcome for all
our stakeholders."
Sunnova has received Bankruptcy Court approval authorizing entry
into a $90 million debtor-in-possession financing agreement with a
group of the Company's corporate bondholders to support operations
during the chapter 11 sale process. The Court has granted interim
approval for Sunnova to immediately access $15 million of these
funds. This financing will enable the Company to continue core
operations in the ordinary course, including monitoring, managing,
and servicing customers' systems, and meeting post-petition
obligations to partners and stakeholders.
Court Approval on ATLAS SP Partners and Lennar Homes, LLC
Transactions
On June 11, 2025, Sunnova received Court approval on its agreement
with ATLAS SP Partners and certain of the Company's warehouse
lenders through which Sunnova will receive $15 million.
Additionally, on June 12, 2025, the Company received Court approval
on its agreement with Lennar Homes, LLC, through which Lennar will
acquire certain assets related to Sunnova's New Homes business for
aggregate consideration of approximately $16 million. Sunnova
intends to use the proceeds from these transactions to support its
operations during the chapter 11 process.
Stakeholders can find additional information regarding the
Company's chapter 11 process at
https://www.sunnova.com/lp/financialrestructuring and at
https://restructuring.ra.kroll.com/Sunnova. Stakeholder with
questions can contact the Company's claims agent, Kroll, by calling
(888) 975-5436 (U.S. and Canada toll free) or +1 (646) 930-4686
(International) or emailing SunnovaInfo@ra.kroll.com.
About Sunnova TEP Developer LLC
Sunnova TEP is a Houston-based subsidiary of the Sunnova group
specializes in renewable energy, with a focus on electric power
generation, transmission, and distribution. Primarily active in the
solar energy sector, the company is likely involved in developing
solar projects and creating financing solutions for solar
installations. Its main office is located at 20 East Greenway
Plaza, Houston, Texas.
Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $100 million and $500 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell
LLP.
SUNNOVA ENERGY: Fitch Lowers LongTerm IDR to 'D'
------------------------------------------------
Fitch Ratings has downgraded Sunnova Energy International Inc.'s
(Sunnova) and Sunnova Energy Corporation's (SEC) Long-Term Issuer
Default Ratings (IDRs) to 'D' from 'RD'. Fitch has affirmed SEC's
senior unsecured debt rating at 'C' with a Recovery Rating of
'RR4'.
The downgrade reflects Sunnova's announcement that it voluntarily
filed for relief under Chapter 11 of the U.S. Bankruptcy Code on
June 8, 2025. The 'C'/'RR4' senior unsecured debt rating reflects
Fitch's expected recovery.
The bankruptcy filing follows Sunnova's failure to cure the missed
interest payment on the $400 million senior notes maturing in
2028on the April 1, 2025 due date and the expiration of the 30-day
grace period despite multiple forbearance agreements with
bondholders.
Key Rating Drivers
Voluntary Chapter 11 Filing: On June 8, 2025, Sunnova filed for
bankruptcy relief under Chapter 11 of the U.S. Bankruptcy Code.
Sunnova faced significant cash flow pressures arising from working
capital mismatches amid a tough operational environment for
residential solar players following a peer bankruptcy and
uncertainties about renewable asset funding and federal policy
support.
The bankruptcy filing constitutes an event of default and triggers
acceleration of Sunnova's various corporate debt issuances. These
include the $400 million senior notes due 2028, $400 million senior
notes due 2026 and the EZOP and TEPH credit facilities.
Untenable Capital Structure: In Fitch's view, Sunnova's capital
structure was untenable, characterized by high leverage and
elevated refinancing risk related to its $400 million senior
unsecured bonds and $575 million convertible bonds, maturing in
September and December 2026, respectively. Liquidity remained weak
and was limited to cash in hand of $34.7 million as of December 31,
2024 for corporate use,
Earlier in March 2025, Sunnova issued a $185 million term loan with
a 15% interest rate, secured by pledging residual equity interests
in all its securitizations, excluding those of the Hestia and RAYS
programs. The company intended to use the proceeds to manage its
working capital. The term loan weakened Sunnova's already high
consolidated leverage, constrained any future capital market
access, and subordinated the existing corporate debt.
Structural Subordination of Corporate Debt: Sunnova's senior
unsecured debt, issued by SEC, is subordinated to nonrecourse
securitization debt. Most of Sunnova's revenue services
securitizations and tax equity obligations, with the residual
available for debt service and operating expenses. A smaller
portion is unencumbered by securitization and flows directly to
Sunnova, including revenue from sale of the renewable energy
credits, loan and inventory sales, and residual revenue from
securitizations. It also receives management and service fees,
which are paid before any tax equity and securitization payments.
Securitization Refinancing Risk: Sunnova also faces securitization
refinancing risk at the anticipated repayment dates (ARDs), which
are typically five to 10 years after issuance. If not refinanced by
then, cash flow from residuals ceases. While a performance trigger
breach could similarly disrupt cash flow, this is less likely given
the diversified customer base, which would require a systemic
market disruption. The next ARD is in 2027.
Parent Subsidiary Linkage: There is parent-subsidiary linkage
between Sunnova and SEC. Fitch determines Sunnova's standalone
profile based on consolidated metrics. SEC has a stronger
standalone profile than its parent Sunnova due to additional debt
at the Sunnova level. Legal ring-fencing, access and control are
open. As a result, Fitch consolidates the IDRs of Sunnova and SEC.
Key Assumptions
- Growth capex to be part financed with non-recourse securitized
debt;
- No dividends over the forecast period;
- Revenue, EBITDA, FFO and CFO are adjusted to include principal
payments (net of those already in revenue) from those customers who
have loan contracts with Sunnova. Revenue and EBITDA also include
interest income from loan customers;
Recovery Analysis
Sunnova's senior unsecured debt is rated 'C'/'RR4' , where 'RR4'
denotes a 31%-50% recovery for Sunnova's senior unsecured notes in
a bankruptcy case. Fitch assumes the deconsolidated going-concern
(GC) EBITDA at Sunnova is approximately $120 million.
The deconsolidated GC EBITDA reflects the steady-state, no-growth
residual cash flow after securitizations and tax equity payments,
and other unencumbered revenue available to service corporate debt,
assuming there is no additional growth beyond 2024.
GC EBITDA reflects the absence of growth expenditure and a full
year of operations from the assets put in place as of YE 2025.
Fitch used a multiple of 4.0x to calculate a post-reorganization
valuation. The multiple applied in the Sunnova recovery scenario
reflects the company's operating profile as an entity with a
predominately subordinated cash flow stream.
Using this GC EBITDA and a 10% administrative claim in the recovery
calculation as specified in Fitch's Corporates Notching and
Recovery Ratings Criteria, Fitch determines the senior unsecured
notes' Recovery Rating to be 'RR4'.
RATING SENSITIVITIES
Rating sensitivities are no longer applicable given the bankruptcy
filing.
Liquidity and Debt Structure
Sunnova had a total of $211 million in unrestricted cash and cash
equivalents as of Dec. 31, 2024, of which only $34.7 million was
held outside of secured collection accounts. Sunnova had available
borrowing capacity under various non-recourse financing
arrangements, consisting of $383.4 million under the EZOP RCF,
$194.1 million under the TEPH facility, $42.6 million under the IS
facility and $3.8 million under the BMB facility. However, these
are typically not available for corporate use and, as such, the
liquidity position was stressed.
In January 2025, the EZOP agreement required Sunnova to repay by
March 31, 2025 if 95% of eligible solar loans were not completed in
60 days. On March 20, 2025, the deadline was extended to April 21,
2025 which was followed by multiple forbearance agreements.
On March 2, 2025, Sunnova issued a $185 million secured term loan
with a 15% interest rate to manage its working capital. Sunnova has
significant upcoming maturities, with $400 million in senior
unsecured bonds and $575 million in convertible bonds, due in
September and December 2026, respectively. Another $400 million in
senior unsecured bonds and $600 million in convertible bonds mature
in 2028.. Sunnova was compliant with its debt covenants as of Dec.
31, 2024.
Issuer Profile
Sunnova Energy International Inc. is a leading residential energy
service provider, serving nearly 441,000 customers across the 50
U.S. states and its territories. Sunnova builds, owns, operates and
finances residential solar and battery storage assets.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Sunnova Energy
International Inc. LT IDR D Downgrade RD
Sunnova Energy
Corporation LT IDR D Downgrade RD
senior unsecured LT C Affirmed RR4 C
SUNNOVA ENERGY: Gets $90MM in Funding to Facilitate Ch. 11 Sale
---------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that Sunnova Energy
International Inc. has been granted court approval to tap into a
$90 million bankruptcy loan, offering vital support to sustain its
operations while pursuing a sale through Chapter 11.
Judge Alfredo Perez approved an initial draw of $15 million during
a Thursday hearing, with the rest of the funds available pending
further court approval. The loan, secured shortly after the
bankruptcy filing, will help Sunnova continue marketing its assets
during the restructuring, according to Bloomberg News.
About Sunnova TEP Developer LLC
Sunnova TEP is a Houston-based subsidiary of the Sunnova Group
specializes in renewable energy, with a focus on electric power
generation, transmission, and distribution. Primarily active in the
solar energy sector, the company is likely involved in developing
solar projects and creating financing solutions for solar
installations. Its main office is located at 20 East Greenway
Plaza, Houston, Texas.
Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $100 million and $500 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell
LLP.
SUNNOVA ENERGY: Receives Court Approval for Key Asset Sales
-----------------------------------------------------------
Georgi Azar of Bloomberg Law reports that Sunnova Energy
International has won court approval for a set of strategic
transactions aimed at supporting its Chapter 11 restructuring. The
court authorized the company to enter a $90 million
debtor-in-possession financing agreement with its corporate
bondholders, allowing immediate access to $15 million to continue
core operations.
Approval was also granted for asset sale agreements with ATLAS SP
Partners and Lennar Homes. Under the deal, Lennar will purchase
Sunnova's New Homes-related assets for $16 million, with proceeds
helping to fund the restructuring plan, the report states.
About Sunnova TEP Developer LLC
Sunnova TEP is a Houston-based subsidiary of the Sunnova Group
specializes in renewable energy, with a focus on electric power
generation, transmission, and distribution. Primarily active in the
solar energy sector, the company is likely involved in developing
solar projects and creating financing solutions for solar
installations. Its main office is located at 20 East Greenway
Plaza, Houston, Texas.
Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $100 million and $500 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell
LLP.
SUNSTONE DEVELOPMENT: Hires Franklin Soto as Bankruptcy Counsel
---------------------------------------------------------------
Sunstone Development, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Franklin
Soto Leeds, LLP as general bankruptcy counsel.
The firm's services include:
a. advising the Debtor on the requirements of the Bankruptcy
Code, Federal Rules of Bankruptcy Procedure, Local Bankruptcy
Rules, U.S. Trustee Guidelines, and other applicable requirements;
b. assisting the Debtor in preparing and filing required
schedules and statements and complying with and fulfilling U.S.
Trustee requirements;
c. preparing and filing motions, applications, answers,
orders, reports, and other papers necessary in the administration
of Debtor's bankruptcy;
d. representing Debtor in proceedings or at hearings held in
connection with Debtor's bankruptcy;
e. assisting Debtor in negotiating with creditors and other
parties-in-interest;
f. assisting Debtor in employing a real estate broker to
market and sell the Property, and, if appropriate, work with the
broker to resolve any related issues;
g. if appropriate, assisting Debtor in selling the Property,
including preparing the necessary pleadings to approve the terms of
any sale, participating in any hearings regarding the sale, and
should the Court approve the sale, taking actions necessary to
close the sale; and
h. assisting Debtor in negotiating, formulating, confirming,
and implementing a disclosure statement and chapter 11 plan.
The firm will be paid at these rates:
Paul J. Leeds, Partner $750 per hour
Meredith King, Attorney $500 per hour
The firm will be paid a retainer in the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Paul J. Leeds, Esq., a partner at Franklin Soto Leeds, LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Paul J. Leeds
Franklin Soto Leeds, LLP
444 West C Street, Suite 300
San Diego CA 92101
Tel: (619) 872-2520
About Sunstone Development
Sunstone Development, LLC filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 25-11049) on April 22, 2025, listing between $10
million and $50 million in assets and liabilities.
Judge Scott C. Clarkson oversees the case.
Franklin Soto Leeds, LLP is the Debtor's legal counsel.
SWEET TRUCKING: Hires Tarpy Cox Fleishman & Leveille as Counsel
---------------------------------------------------------------
Sweet Trucking, Co., LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to employ Tarpy, Cox,
Fleishman & Leveille, PLLC, as counsel.
The firm will include all matters dealing with the Chapter 11
bankruptcy including, but not limited to, litigation in the
bankruptcy, federal, and state courts.
The firm will be paid at these rates:
Lynn Tarpy $385 per hour
Kelli Holmes $250 per hour
Paralegal/law clerk $75 to $95 per hour
Taylor Drinnen $250 per hour
Ed Shultz $350 per hour
Thomas Leveille $385 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Lynn Tarpy, a partner at Tarpy, Cox, Fleishman & Leveille, PLLC,
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:
Kelli D. Holmes, Esq.
Lynn Tarpy, Esq.
Tarpy, Cox, Fleishman & Leveille, PLLC
1111 N. Northshore Drive, Suite N-290
Knoxville, TN 37919
Tel: (865) 588-1096
Email: kholmes@tcflattorneys.com
ltarpy@tcflattorneys.com
About Sweet Trucking Co. LLC
Sweet Trucking Co., LLC is a family-owned transportation company
based in Knoxville, Tennessee, specializing in hauling heavy
equipment locally and across state lines. The Company operates a
fleet of trucks, tractors, and trailers and employs a team of
drivers to manage logistics and transport. It provides various
trailer types, including flatbeds, lowbeds, and gooseneck trailers,
serving construction and industrial clients.
Sweet Trucking Co. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bank. E.D. Tenn. Case No. 25-30765) on April 21,
2025, listing $1,293,647 in assets and $1,471,498 in liabilities.
Gary Wayne Sweet, Jr., managing member of Sweet Trucking Co.,
signed the petition.
Judge Suzanne H. Bauknight oversees the case.
Keith Edmiston, Esq., at Clark & Washington, PC represents the
Debtor as legal counsel.
TERRA DOLCI: Seeks Cash Collateral Access
-----------------------------------------
Terra Dolci, LLC asks the U.S. Bankruptcy Court for the Southern
District of Florida, Miami Division, to approve its proposed
Interim Budget, or alternatively, authorize the use of cash
collateral pursuant to 11 U.S.C. sections 361 and 363.
Although the Debtor does not believe any creditor holds a perfected
security interest in its cash, it submits this request out of an
abundance of caution, particularly in light of an upcoming payroll
obligation on June 6, 2025.
In support of its request, the Debtor argues that continued access
to cash is critical for paying essential expenses and maintaining
ordinary business operations. The proposed use of cash collateral
is limited to items detailed in the Interim Budget, with allowances
for minor deviations not exceeding 10% per line item or in the
aggregate.
The Debtor asserts that Newtek Bank, its primary secured creditor
by virtue of a $1.7 million SBA loan, will be adequately protected
through replacement liens on post-petition assets and, if
necessary, administrative expense claims. These liens would be
subject and subordinate to any court-approved fees and costs.
The Debtor contends that allowing the use of cash collateral will
preserve the going concern value of the business, thereby
benefiting all creditors and protecting the collateral's value.
A copy of the motion is available at https://urlcurt.com/u?l=4Cn4Hs
from PacerMonitor.com.
About Terra Dolci LLC
Terra Dolci LLC, operating as Chef Adrianne's Vineyard Restaurant
and Bar in Miami, offers Napa Valley-inspired fine dining with a
focus on bold flavors. The menu features family-style beef short
ribs slow-braised for 24 hours, a signature French onion soup rich
with caramelized onions and melted cheese, indulgent white and dark
chocolate bread puddings, and oversized cinnamon rolls. It is
managed by chef and restaurateur Adrianne Calvo.
Terra Dolci LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-16293) on June 2,
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 Laurel M. Isicoff handles the case.
The Debtors are represented by Robert Charbonneau, Esq. at AGENTIS
PLLC.
TERRA LAKE: Hires Van Horn Law Group P.A. as Counsel
----------------------------------------------------
Terra Lake Heights, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Van Horn Law
Group, P.A. as Counsel.
The firm will provide these services:
a. give advice to the debtor with respect to its powers and
duties as a debtor in possession and the continued management of
its business operations;
b. advise the debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. protect the interest of the Debtor in all matters pending
before the court;
e. represent the debtor in negotiation with its creditors in
the preparation of a plan.
The firm will be paid at these rates:
Attorneys $500 per hour
Associates $350 per hour
Paralegals $175 per hour
The Debtor paid the firm a retainer or $22,500, plus $2,500 filing
fee.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chad Van Horn, a partner at Van Horn Law Group, P.A., 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:
Chad Van Horn, Esq.
Van Horn Law Group, P.A.
500 NE 4th Street #200
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
Fax: (954) 756-7103
Email: Chad@cvhlawgroup.com
About Terra Lake Heights LLC
Terra Lake Heights LLC is a limited liability company.
Terra Lake Heights LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-14464) on April 23,
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 Scott M. Grossman handles the case.
The Debtor is represented by Chad Van Horn, Esq. at VAN HORN LAW
GROUP, P.A.
TRI POINTE HOMES: S&P Affirms 'BB' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating as well
as its 'BB' ratings on its senior unsecured debt on Tri Pointe
Homes Inc. (TPH).
The stable outlook reflects S&P's expectation that TPH will
maintain S&P Global Ratings-adjusted debt to EBITDA below 1.5x
despite headwinds to demand in 2025.
S&P said, "TPH has consistently maintained leverage well below our
downside trigger of 3x. We expect it to maintain a comfortable
cushion against this trigger for the next 12-24 months. As such, we
do not foresee any negative pressure on the credit due to its
current leverage of 0.33x as of March 31, 2025. We expect TPH's
top-line performance to remain robust, even with a consolidated
revenue decline of 15%-20% in 2025 primarily due to a 15% decrease
in closings. Additionally, TPH's 14%-15% EBITDA margins and recent
available cash of $812 million as of the first quarter of 2025
million leads to forecast leverage of well below 1.5x over the next
12 months amid a cooler housing market.
"We continue to monitor our rating on TPH in comparison with higher
rated peers. Despite positive developments in leverage, TPH's size
and scale remain smaller than higher rated peers such as KB Home
(BB+/Stable/--), Mattamy Group Corp. (BB+/Stable/--), and Taylor
Morrison Home Corp. (BB+/Positive/--). We maintain that the
company's delivered homes of approximately 5,500 over the next 12
months is still considerably lower than those of the three entities
rated 'BB+', and more in line with its 'BB' peer group.
Nevertheless, TPH has expanded its geographic offering with recent
entrances into new markets such as Utah, Orlando, and the coastal
Carolinas. The company continues to reinvest operating cash flows
into land spend, which will expand community count to approximately
165 by the end of 2026. As of March 31, 2025, average active
communities numbered 147. The timing and number of closings will
depend on numerous factors, such as desirability of land, U.S.
macroeconomic fundamentals, and resupply of existing homes for
sale.
"However, we are currently in a period of uncertainty regarding the
macroeconomic outlook due to the current administration's policies
around tariffs and immigration. U.S. tariffs have exceeded our
expectations in both size and scope, raising the downside risks to
our current macroeconomic baseline. Additionally, homebuilders are
exposed to tight labor conditions, which we believe has constrained
the industry's ability to increase volumes. Nevertheless, TPH's
pricing power has supported earnings because affordability is less
of an issue for its buyers, who tend to have more disposable
income. Ultimately, S&P Global economists have increased its
probability of recession to 30%-35%. As the overall impact to
builders and consumers is currently difficult to quantify, we
stress tested our 2025 forecast for EBITDA, all else being the
same, and our calculation of adjusted debt to EBITDA was still
below our downside threshold of 3x.
"S&P Global Ratings believes there is a high degree of
unpredictability around policy implementation by the U.S.
administration and possible responses--specifically with regard to
tariffs--and the potential effect on economies, supply chains, and
credit conditions around the world. As a result, our baseline
forecasts carry a significant amount of uncertainty. As situations
evolve, we will gauge the macro and credit materiality of potential
and actual policy shifts and reassess our guidance accordingly.
"The stable outlook reflects our forecast that TPH's debt to EBITDA
will be below 1.5x over the next 24 months and debt to capital will
trend toward 15%-20%."
Although highly unlikely, S&P could lower the rating over the next
12 months if:
-- Debt-financed land spending, shareholder returns, or the
company's accessible cash balance sinks such that its S&P Global
Ratings-adjusted debt increases toward $1.5 billion; or
-- A sharp regression in demand causes debt to EBITDA to rise
toward 3x.
S&P could upgrade the rating over the next 12 months:
-- TPH's revenue, earnings, closing volume, and top 10 presence in
diversified markets are more in line with other 'BB+'-rated
homebuilder peers; and
-- Debt to EBITDA remains below 2x, with EBITDA to interest
coverage remaining above 10x.
TRIPLE-G-GUNITE: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------
Triple-G-Gunite, Inc. got the green light from the U.S. Bankruptcy
Court for the Eastern District of California, Sacramento Division,
to use cash collateral.
At the hearing held on June 11, the court granted the Debtor's
motion to use cash collateral on an interim basis and set a final
hearing on the motion for June 25.
Triple-G-Gunite's Chapter 11 filing was prompted by a combination
of financial setbacks, including uncollectible receivables from
bankrupt customers, severe weather disruptions in early 2023, and
mounting debt from high-interest merchant cash advance loans.
Despite a profitable start to 2025, the Debtor faced lawsuits and
account levies from MCA lenders, leading to a severe cash flow
crisis. To preserve operations and avoid irreparable harm, the
Debtor requires the use of cash collateral, which consists of
accounts receivable and equipment valued at over $2 million.
ALT BANQ, Samson MCA LLC, Black Olive Capital LLC, East Hudson
Capital LLC, Eminent Funding LLC, and JRG Funding LLC collectively
hold over $1.1 million in claims. As adequate protection, the
Debtor offered replacement liens on post-petition assets and
monthly payments ranging from $1,200 to $3,000 to each lender.
About Triple-G-Gunite Inc.
Triple-G-Gunite Inc., doing business as Triple G Gunite Inc.,
Triple G Gunite, Triple-G-Gunite, and TripleGGunite, specializes in
gunite application, providing custom concrete solutions for
residential, commercial, and industrial projects in Sacramento and
surrounding areas. The Company offers services including pool and
spa construction, erosion control, and structural foundations,
using shotcrete and advanced techniques. It partners with
homeowners, contractors, and developers to deliver durable and
tailored concrete structures.
Triple-G-Gunite relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Cal. Case No. 25-22625) on May 28,
2025. In its petition, the Debtor reported between $1 million and
$10 million in both assets and liabilities.
Judge Christopher M. Klein handles the case.
The Debtor is represented by Gabriel E. Liberman, Esq., at the Law
Offices of Gabriel Liberman, APC.
UNITI GROUP: Fitch Rates $600MM Unsecured Notes Due 2032 'B-'
-------------------------------------------------------------
Fitch Ratings has assigned a 'B-' rating with a Recovery Rating of
'RR6' to Uniti Group, LP and its co-issuers' offering of $600
million of senior unsecured notes due 2032. Fitch has also placed
the new rating on Rating Watch Negative (RWN).
The co-issuers are Uniti Group Fiber Holdings Inc, Uniti Group
Finance 2019 Inc (not rated) and CSL Capital, LLC (not rated). Net
proceeds will be used to redeem $500 million of Uniti's 10.5%
senior secured notes due 2028 and pay fees and expenses.
Fitch placed Uniti's ratings on RWN in May 2024 after the company
announced it was acquiring Windstream Services, LLC. Fitch expects
to rate the combined company 'B+' or lower. Uniti's standalone
ratings reflect stable revenue and EBITDA due to long-term lease
payments from Windstream, because the master lease agreements
should remain intact at close.
Fitch expects to resolve the RWN once the transaction is
completed.
Key Rating Drivers
Windstream Acquisition: On May 3, 2024, Uniti announced its
acquisition of Windstream. The merger is expected to close in 2H25,
subject to customary closing conditions and approvals. Post-merger,
Uniti shareholders will hold approximately 62% of common equity of
the combined company. Windstream shareholders will receive $425
million of cash, $575 million of preferred equity in the new
combined company, and common shares representing approximately 38%.
Uniti obtained shareholder approval for the proposed merger in
April 2025.
The merger will position the combined company in Tier II and Tier
III markets and provide significant synergies and eliminate
inefficiencies. Management projects up to $100 million in opex and
$20 million-$30 million in capex synergies. Windstream shareholders
will receive non-voting warrants to acquire up to 6.9% of common
shares of the combined company. Uniti expects to fund the $425
million of cash consideration to Windstream shareholders with cash
from operations, revolver borrowings and/or future capital markets
transactions.
Revenue and Cash Flow Stability: Fitch expects the combined revenue
and EBITDA of approximately $3.7 billion and $1.6 billion at FYE
2025. In addition to the stable long-term lease payments from
Windstream, Uniti's standalone ratings incorporate expectations for
growth in its non-Windstream leasing business, as well as in its
fiber segment. Fitch expects Uniti to derive over one-third of its
revenue from telecommunications entities other than Windstream and
through contracts providing fiber capacity to wireless carriers,
enterprise, wholesale carriers and government entities.
The master leases with Windstream produced approximately $675
million in cash revenue in 2024 and will grow slightly due to
escalators over time. Returns on Uniti's funding of growth capital
improvements (GCIs) are incremental to this amount. The master
lease expires on April 30, 2030. Fitch believes that although the
MLA arrangement may continue post-close, the acquisition
significantly reduces risk related to non-renewal under the common
ownership.
Elevated Leverage: The combined company's pro forma net leverage
was approximately 5.6x at YE 2024. Fitch expects leverage to
increase to the high-5x range in 2025 due to revenue and EBITDA
pressures from Windstream's legacy revenue and high capex for Fiber
to the Home deployments to an additional million households.
Windstream accelerated the timeline for the fiber investment,
aiming to reach two million subscribers by the end of 2025 (up from
the prior target of about 1.9 million by 2027). The company passes
through 37% of its footprint and plans to pass through 43% by
YE2025. On a standalone basis, Uniti's Fitch-calculated net
leverage was 6.3x at YE 2024.
Solid Liquidity: Liquidity at March 31, 2025 was approximately $592
million, consisting of about $92 million in cash and revolver
availability of about $500 million. The $500 million revolving
facility matures in September 2027. Windstream's term loan and
revolver mature in 2031 and 2027, respectively, and $2.2 billion of
combined senior secured notes are due in 2031. Fitch expects REIT
interest coverage to remain near 2.0x over the forecast period.
FCF Remains Weak: Fitch expects FCF to remain weak for the next two
to three years due to high capex. However, FCF should improve after
2027 as these expenditures decrease. Uniti's obligations on
Windstream's settlement payments will end following a final payment
in 3Q25, and GCI funding commitments will gradually decrease to
$125 million from $225 million annually.
Parent-Subsidiary Linkage: Fitch equalizes Uniti Group Inc. and
Uniti Fiber Holdings Inc.'s IDRs using a stronger subsidiary/weaker
parent approach, based on open legal ringfencing and access and
control. Uniti Group Inc. and Uniti Group LP's ratings are the
same, as the parent is rated at the consolidated group profile
level. Fitch will likely equalize Uniti and Windstream's ratings
with the combined parent under its stronger parent path. Strategic
incentive is high due to the subsidiaries' financial contributions
and the critical advantage of combining an Opco and Propco.
Operational incentive is high due to common ownership and
elimination of inefficiencies post-merger.
Standalone Tenant Concentration: Windstream's master leases provide
approximately 68% of Uniti's revenue. At the time of the spinoff,
nearly all revenue was from Windstream. Improved diversification
is a positive for the company's credit profile, as major customer
verticals outside of Windstream consist of large wireless carriers,
national cable operators, government agencies and education.
Peer Analysis
Uniti's network is one of the largest independent fiber providers
in the U.S., along with Zayo Group Holdings, Inc. The business
models of Uniti and Zayo are unlike the wireline business of
communications services providers, including AT&T Inc.
(BBB+/Stable), Verizon Communications Inc. (A-/Stable) and Lumen
Technologies (CCC+). Uniti and Zayo are infrastructure providers,
which may be used by communications service providers to offer
retail services including wireless, voice, data and internet.
The Windstream acquisition provides access to Windstream's 4.3
million Kinetic households. The combined company will own 237,000
national wholesale fiber route miles, with first mover advantage in
Tier II and Tier III markets.
Uniti will de-REIT on acquisition close. Currently, as the only
fiber-based telecommunications REIT, Uniti has no direct peers.
Uniti was formed through the spinoff of a significant portion of
Windstream's fiber optic and copper assets. Windstream retained
the electronics necessary to continue as a telecommunication
services provider. Uniti's operations are geographically diverse,
spread across more than 30 states, while the assets under the
master lease with Windstream provide adequate scale.
Standalone Windstream has less exposure to the residential market
than Frontier Communications Parent, Inc. (B+/RWP). The residential
market held up relatively well during the coronavirus pandemic but
still faces secular challenges. Consumers account for about
one-third of Windstream's revenue but over half of Frontier's.
Frontier will have a slightly larger scale than the combined
company and operates at slightly lower leverage compared with the
combined company's expected leverage of about 6x.
Key Assumptions
For the Combined Company
- Fitch has assumed $3.7 billion of pro forma 2025 revenue for the
combined Uniti and Windstream;
- Pro forma 2025 EBITDA in the range of $1.5 billion-$1.6 billion
in 2025 and 2026;
- Combined pro forma capex expected to be $1.3 billion in 2025 and
$1.1 billion in 2026;
- Leverage near the 6x range.
Uniti Standalone
- Revenue growth in the low single digits over Fitch's forecast
from 2025 to 2028;
- EBITDA margins in the 79%-80% range over the forecast;
- Net success-based capital spending near $280 million in 2025, in
line with the company's public net success-based capex guidance for
fiber and leasing;
- Fitch has reflected the terms of the settlement agreement with
Windstream, including the settlement obligations and the funding of
certain Windstream growth capital improvements;
- Dividend of roughly $110 million in 2024; no dividends assumed in
forecast as Uniti suspended dividends starting in 2025.
Recovery Analysis
The recovery analysis assumes that Uniti would be considered a
going concern in a bankruptcy and that the company would be
reorganized rather than liquidated. Fitch has assumed a 10%
administrative claim. The recovery analysis reflects Uniti's
standalone credit silo waterfall. The revolver is assumed to be
fully drawn.
The going-concern EBITDA estimate reflects Fitch's view of
sustainable, post-reorganization EBITDA, upon which Fitch bases the
valuation of the company. This leads to a post-reorganization
EBITDA estimate of $700 million. EBITDA pressures could also result
from increased competitive pressures from other fiber
infrastructure companies.
Post-reorganization valuation uses a 6.0x enterprise value
multiple. The multiple reflects the high-margin, large contractual
backlog of revenue and high asset value of the fiber networks.
Fitch uses this multiple for fiber-based infrastructure companies,
for which historical transaction multiples are in in the
high-single-digit range.
The multiple is in line with the range for telecom companies
published in Fitch's "Telecom, Media and Technology Bankruptcy
Enterprise Values and Creditor Recoveries" report. The most recent
report indicates a median of 5.4x.
Other communications infrastructure companies, such as tower
operators, trade at enterprise value multiples in the double
digits. Tower companies have lower asset risk and higher growth
prospects, leading to multiples near 15x- 20.0x. Tower operators
have low churn, as switching costs are high for customers to avoid
service disruptions.
The recovery analysis produces a Recovery Rating of 'RR1' for the
secured debt, reflecting strong recovery prospects, and 'RR6' for
the senior unsecured debt, reflecting the lower recovery prospects
of unsecured debt, given its position in the capital structure.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Uniti's RWN could be resolved and the ratings downgraded to 'B'
at close if Fitch expects that the combined company's credit
metrics will not be in line with 'B+' telecom rated peers. Fitch
could also downgrade the ratings if the Windstream merger does not
close and metrics are outside Fitch's sensitivities for standalone
Uniti;
- On a standalone basis, Fitch's expectation that net
debt/recurring operating EBITDA will sustain above 6.5x or that
REIT interest coverage will be 2.0x or lower;
- If Windstream's rent coverage approaches 1.2x, a negative rating
action could occur. Rent coverage is measured as EBITDAR-net
capex/rents, but Fitch will also consider Uniti's revenue and
EBITDA diversification. To caluclate net capex, Fitch would reduce
Windstream's gross capex by GCI funded by Uniti.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch could resolve Uniti's RWN and affirm its IDR at 'B+' at
close based on an expectation that the combined parent company's
credit metrics will be in line with 'B+' rated telecom peers. Fitch
could also affirm the ratings if the Windstream merger does not
close and metrics are within Fitch's sensitivities for standalone
Uniti;
- On a standalone basis, Fitch's expectation that net
debt/recurring operating EBITDA will sustain below 5.5x and REIT
interest coverage is 2.3x or higher;
- Demonstrated access to the common equity market to fund GCI,
other investments or acquisitions.
Liquidity and Debt Structure
Uniti had approximately $592 million of liquidity on March 31,
2024, consisting of unrestricted cash of approximately $92 million
and revolver availability of $500 million.
In early 2024, the company entered into an ABS bridge loan
agreement for a secured, multi-draw term loan facility of up to
$350 million. In February 2025, the company issued $589 million of
new ABS notes with an anticipated repayment date in April 2030.
Uniti used a portion of the net proceeds from the ABS notes to
repay and terminate its ABS loan facility.
Uniti established an at-the-market common stock offering program in
June 2020. The program allows for issuance of up to $250 million of
common equity to keep the capital structure in balance when funding
capex, as well as to finance small transactions.
Uniti has no major maturities until 2027.
Issuer Profile
Uniti, which operates as a REIT, was formed through a spinoff from
Windstream Holdings, Inc. in April 2015. On May 3, 2024, the
company announced a re-merger with Windstream.
Date of Relevant Committee
30 April 2025
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
Uniti Fiber
Holdings Inc.
senior unsecured LT B- New Rating RR6
Uniti Group LP
senior unsecured LT B- New Rating RR6
W.D. TOWNLEY: Hires RA Advisors LLC as Accountant
-------------------------------------------------
W.D. Townley Lumber Co., Inc. d/b/a Townley Lumber Co. and its
affiliates seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to employ RA Advisors, LLC, as
accountant.
The firm will provide these services:
a. assistance with monthly operating reports and other filings
in the instant bankruptcy proceedings;
b. bookkeeping services and review of chart of accounts;
c. preparation of delinquent and current federal and state tax
returns and information reports;
d. assistance in clean-up of financial statements; and
e. such other reasonable and necessary accounting and
financial services as may be agreed upon by the parties.
The firm will be paid at $175.00 per hour.
The firm will be paid a retainer in the amount of $1,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Aguirre 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:
Ralph Aguirre
RA Advisors, LLC
12726 Pintail Road
Plainfield, IL 60585
Email: ralph@raadvisorsllc.com
About W.D. Townley Lumber Co., Inc.
d/b/a Townley Lumber Co.
W.D. Townley and Son Lumber Company Inc. and affiliates operate a
lumber milling business. Townley Lumber processes lumber used for
pallet construction. TPM owns the property where the milling
operations take place. TLC Transportation transports pallets in
truckloads to customer locations.
W.D. Townley and Son Lumber Company Inc. sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case
No. 25-41053) on March 26, 2025. In its petition, the Debtor
reports estimated assets and liabilities between $1 million and $10
million each.
Honorable Bankruptcy Judge Edward L. Morris handles the case.
The Debtor is represented by Joseph Fredrick Postnikoff, Esq. at
ROCHELLE McCULLOGH, LLP.
WARNER BROS: Close to Securing Creditor Support for Debt Plan
-------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Warner Bros. Discovery
Inc. is close to gaining creditor support for a debt restructuring
plan that is central to its strategy to split the company into two
separate entities.
Akin Gump Strauss Hauer & Feld had been working to organize
bondholders in opposition to the proposal but told them Wednesday
that there wasn’t enough participation to effectively block the
deal, according to people familiar with the discussions who asked
not to be identified.
Representatives for Warner Bros. Discovery and Akin Gump did not
respond to requests for comment.
About Warner Bros. Discovery
Warner Bros. Discovery (WBD) is a global media and entertainment
company that provides a portfolio of content, brands, and
franchises across television, film, streaming, and gaming outlets.
WATERBRIDGE MIDSTREAM: Fitch Alters Outlook on 'B' IDR to Negative
------------------------------------------------------------------
Fitch Ratings affirmed WaterBridge Midstream Operating LLC's
(WATOPE) Long-Term Issuer Default Rating (IDR) at 'B' and senior
secured rating at 'B+' with a Recovery Rating of 'RR3'. The Rating
Outlook was revised to Negative from Stable due to weak credit
metrics versus Fitch's negative rating sensitivities.
The Negative Outlook reflects WATOPE's credit metrics are outside
of Fitch's negative sensitivities following volume declines in 2024
into 1Q25. Metrics are expected to remain pressured in 2025 due to
high capex for new commercial agreements and Fitch's forecast of
limited water volume growth.
WATOPE's rating reflects its fixed-fee, volume-exposed contracts in
the volatile water services midstream subsector, with low interest
coverage below 2.0x and high leverage above 7.0x. Fitch adjusted
its leverage sensitivity band (by half turn) to align with
Fitch-rated peers. The ratings also consider WATOPE's small size,
geographic concentration and moderate counterparty
diversification.
Key Rating Drivers
Pressured Interest Coverage: Interest rates have remained high
through 2024 and into 2025, further pressuring WATOPE's EBITDA
interest coverage, which fell below Fitch's previous forecast to
1.3x at YE 2024. The company does not have interest rate hedges and
is exposed to rising variable rates. Fitch forecasts interest
coverage to remain below 2.0x in 2025 and fail to climb above 2.0x
until 2026.
If WATOPE does not use its FCF to pay down the term loan above the
1% required amortization, continued high interest rates could
worsen coverage beyond Fitch's forecast. WATOPE's credit agreement
covenants include several additional baskets for cash distributions
to entities outside of WATOPE. Redemption of preferred equity
higher up in the capital structure would weaken the debt service
coverage ratio against the required ratio of 1.1x.
Elevated Leverage: WATOPE's imputed leverage (including preferred
equity at a parent entity) has increased to 7.2x over the last
twelve months (LTM) ended March 31, 2025. WATOPE' volumes fell by
around 7% yoy in 2024 as volumes from key producers continued to
lag over 2024, following recent M&A in the southern Delaware basin
beyond previous expectations. Fitch forecasts WATOPE's leverage
will remain elevated around 7.2x in 2025 before deleveraging to
around 7.0x. Delaware volumes remained depressed in 1Q25 but
trended higher in March and April 2025. Fitch expects continued
weakness from the Arkoma over the forecast period despite higher
natural gas prices.
Volumetric Exposure: WATOPE's revenues are derived from
predominantly fixed-fee contracts. WATOPE does not have a material
amount of minimum volume commitments (MVCs) that can protect cash
flows if production moves off the company's acreage dedications.
Volumes are supported by acreage dedications on WATOPE's footprint
in the Southern Delaware sub-basin of the Permian basin. While
fixed-fee contracts provide protection from direct commodity price
exposure, volumes have indirect price risk in the event drilling on
WATOPE dedicated acreage becomes uneconomic, and customers decide
to move rigs elsewhere.
Capex Growing: Fitch expects WATOPE's growth capex will be
incrementally higher in 2025 per the announced new commercial
agreement with BPX, which is not rated but a subsidiary of BP Plc
(A+/Stable). The company will build and operate 400MBbls/d of new
produced water handling capacity. The commercial agreement with BPX
Production Company (a subsidiary of BP plc [A+/Stable]) includes a
10-year MVC with first volumes expected to flow in late 2Q25.
Customer Concentration: WATOPE has acreage dedications with several
large investment-grade customers and is modestly diversified
compared to pure-play gathering peers. The company is exposed to
customer concentration as its four largest customers accounted for
about 56% of revenues in 2025. M&A activity has continued in recent
years, which is an overall positive for WATOPE's counterparty
credit profile. Nearly all WATOPE's producer contracts are fixed
fee with CPI escalators, with Trinity Operating (USG) LLC, (a
subsidiary of NextEra Energy, Inc. [A-/Stable]) the exception.
WATOPE and Trinity have occasionally adjusted contract terms to
seek win-win outcomes.
Limited Scale & Size: WATOPE is a water midstream/solutions
provider that operates predominantly in the southern Delaware
region of the Permian basin, with a small percentage of operations
in the Arkoma basin in Oklahoma. Given the predominant single basin
focus and lack of business line diversity, WATOPE possesses
outsized sensitivity to a slow-down in Delaware basin production as
materialized in 2020. Fitch expects WATOPE to generate annual
EBITDA of less than $300 million over the forecast, consistent with
issuers rated below 'BB-'.
Peer Analysis
NGL Energy Partners LP (B/Stable) is a relevant peer as NGL
generates most of its EBITDA from its water solutions segment. Like
WATOPE, NGL benefits from the strategic location of its water
assets in the Permian basin. Business risk is more comparable
following the divestiture of crude and liquids assets. NGL is a
larger company by size, generating more than $600 million of
EBITDA, and has greater scale with more business segments and
geographic diversification. Around 10% of NGL's net revenue comes
from the sale of skim oil which is similar to WATOPE.
WATOPE faces higher volumetric risk due to the lack of volume
assurance, while over 33% of NGL's EBITDA, a growing share, is
secured by such terms. WATOPE does not have a material amount of
MVC contracts.
WATOPE is weakly positioned at the single 'B' rating category
compared to NGL. Fitch forecasts NGL's leverage to increase to 6.2x
by the end of its fiscal year ended March 31, 2025 which is about a
full turn lower compared to WATOPE's current leverage. Over the
Forecast Fitch expects NGL to deleveraging to around 5.5x by the
fiscal YE27 around a turn and a half lower than WATOPE. NGL's
capital structure is weighed down by the class D preferred shares
sizeable high-coupon preferred units, which create a financial
burden for the partnership. Additionally, class D preferred units
feature an investor put option effective in fiscal 2028.
Key Assumptions
- Fitch price deck for WTI oil price of $60/bbl in 2025 through
2027, and $57/bbl in 2028;
- Delaware produced water annual volumes to remain decline by
single-digits yoy in 2025, then tapering off in latter forecast
years;
- Base interest rate applicable to the revolving credit facility
and term loan reflects the Fitch Global Economic Outlook, 4.25% for
2025, and 3.50% in 2026 e.g.;
- Capex in line with management's near-term expectations;
- Distributions paid to parent for cash payment of Series A
preferred equity.
Recovery Analysis
The recovery analysis assumes the enterprise value of WATOPE would
be maximized in a going-concern (GC) scenario vs a liquidation
scenario. Fitch contemplates a scenario in which a default is
caused by the insolvency of several customers due to a very
depressed commodity price environment.
Fitch assumes a sustainable, post-reorganization GC EBITDA of $135
million, reflecting the less favorable contract renewal rate and
lower volumes that would exist in this environment. As per
criteria, the going concern EBITDA reflects some residual portion
of the distress that caused the default.
Fitch estimates WATOPE would receive a GC recovery multiple of
6.0x, consistent with past reorganizations multiples in the energy
sector. In Fitch's bankruptcy case study report "Energy, Power and
Commodities Bankruptcies Enterprise Value and Creditor Recoveries,"
published in October 2024, the median enterprise valuation exit
multiplies for 51 energy cases was 5.3x, with a wide range of
multiples observed.
Fitch assumes WATOPE'S revolving credit facility (RCF) would be
fully drawn down at bankruptcy. A 10% administrative claim is
incorporated in the recovery calculation. The recovery analysis
results in a 'B+'/'RR3' rating for the proposed term loan.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage expected to be sustained above 6.5x;
- EBITDA interest coverage sustained below 2.0x;
- Material underrun to Fitch's volumetric expectations;
- A significant event at a major customer that will probably impair
WATOPE's cash flow;
- Impairments to liquidity.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The Outlook may be revised to Stable if Fitch calculated interest
coverage improves over 2.0 EBITDA leverage improves below 7.0x and
EBITDA;
- EBITDA leverage expected to be below 5.5x on a sustained basis;
- Improved circumstances concerning liquidity.
Liquidity and Debt Structure
Fitch views WATOPE's liquidity as sufficient. As of March 31, 2025,
WATOPE had liquidity of about $57 million. Total liquidity is
composed of about $12 million of cash and cash equivalents and $45
million of available borrowing capacity under WATOPE's super senior
$100 million RCF. The RCF maintains a springing net leverage
covenant of 5.0x with any incremental draw above $45 million. As
the net leverage covenant was above 5.0x at quarter end, WATOPE's
RCF borrowings were limited to $45 million. The RCF was undrawn as
of quarter end.
The term loan requires a standard mandatory amortization of 1% of
the original loan amount each year and compliance with a debt
service coverage ratio covenant threshold of 1.1x. The company was
compliant with its financial covenants as of March 31, 2025. Fitch
expects WATOPE to maintain compliance with its covenants through
the forecast period.
Issuer Profile
WaterBridge Midstream Operating, LLC provides water services to oil
and gas producers in Texas and Oklahoma.
Summary of Financial Adjustments
Due to the change of control provision in the preferred units,
among other terms, Fitch gives the preferred units zero equity
credit (ie, Fitch treats the units like debt for the purposes of
calculating leverage). WATOPE has imputed debt-like instruments in
two series of preferred units. Fitch excludes payment-in-kind
distributions and future value claims for deferred coupons when
calculating coverage metrics.
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
WaterBridge Midstream Operating LLC has an ESG Relevance Score of
'4' for Group Structure due to related party transactions with
affiliate companies, which has a negative impact on the credit
profile, and is relevant to the rating[s] in conjunction with other
factors.
WaterBridge Midstream Operating LLC has an ESG Relevance Score of
'4' for Financial Transparency due to private equity ownership
resulting in less structural and financial disclosure transparency
than publicly traded issuers , which has a negative impact on the
credit profile, and is relevant to the rating[s] in conjunction
with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
WaterBridge Midstream
Operating LLC LT IDR B Affirmed B
senior secured LT B+ Affirmed RR3 B+
WATERLOO POWER: Gets Interim OK to Use Cash Collateral
------------------------------------------------------
Waterloo Power, LLC got the green light from the U.S. Bankruptcy
Court for the Western District of Texas, Austin Division, to use
cash collateral.
At the hearing held on June 11, the court granted the Debtor's
motion to use cash collateral on an interim basis and set a final
hearing on the motion for June 24.
The Debtor identifies several creditors with UCC liens on its
assets, including the US. Small Business Administration, Wells
Fargo, The Smarter Merchant, Forward Financing LLC, and Headway
Capital LLC.
The Debtor's ongoing business operations are entirely dependent on
the use of incoming revenue (cash collateral), particularly to
cover payroll, insurance, and other operating expenses. Without
access to this cash collateral, Debtor faces immediate harm to its
ability to operate and reorganize.
About Waterloo Power LLC
Waterloo Power, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-10866-smr) on June 4,
2025. In the petition signed by Natalie Rodriguez, president, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge Shad Robinson oversees the case.
Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor
as legal counsel.
WATERMAN-SMITH I: Seeks Chapter 11 Bankruptcy in Louisiana
----------------------------------------------------------
On June 11, 2025, Waterman-Smith I LLC filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Eastern District of Louisiana.
According to court filing, the Debtor reports between $50,000 and
$100,000 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Waterman-Smith I LLC
Waterman-Smith I LLC is a real estate lessor whose principal assets
are located at 61 St. Joseph Street in Mobile, Alabama.
Waterman-Smith I LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.Case No.: 25-11190) on June 11, 2025.
In its petition, the Debtor reports estimated assets between $1
million and $10 million and estimated liabilities between $50,000
and $100,000.
Honorable Bankruptcy Judge Meredith S. Grabill handles the case.
The Debtors are represented by Douglas S. Draper, Esq. at HELLER,
DRAPER & HORN, LLC.
WESLEY ENHANCED: Fitch Affirms 'BB' Rating on Revenue Bonds
-----------------------------------------------------------
Fitch Ratings has affirmed Wesley Enhanced Living's (WEL) Issuer
Default Rating (IDR) and ratings on revenue bonds issued by
Philadelphia Authority for Industrial Development on behalf of WEL
at 'BB'.
The Rating Outlook is Stable.
Entity/Debt Rating Prior
----------- ------ -----
Wesley Enhanced
Living (PA) LT IDR BB Affirmed BB
Wesley Enhanced
Living (PA)
/General Revenues/1 LT LT BB Affirmed BB
Fitch's affirmation of WEL's 'BB' rating with a Stable Outlook
reflects the community's improved occupancy statistics and
financial performance, which has stabilized following a recent
period of operating stress both during, and immediately after, the
pandemic. The Stable Outlook and rating also reflect continued
labor cost pressures and high bad debt expense in recent fiscal
years. Fitch expects operating results will continue to improve,
albeit gradually, as inflationary pressures abate.
WEL's operating ratio is elevated for a Type C life plan community
and its cash-to-adjusted debt level remains weak. Nevertheless,
Fitch believes that WEL's debt service coverage and liquidity are
sufficient to provide an adequate financial cushion to absorb
future operating disruptions, provided that such disruptions are
not particularly severe or prolonged. WEL's high exposure to
skilled nursing revenues and governmental payers, especially
Medicaid, remain potentially negative credit factors. WEL has no
additional debt plans, and its capital spending needs are
manageable.
SECURITY
The bonds are secured by pledged revenues of the obligated group
(OG), a mortgage lien on various WEL communities, and a debt
service reserve fund (DSRF).
KEY RATING DRIVERS
Revenue Defensibility - 'bbb'
Solid Sustained Demand for WEL's Senior Living Products
WEL enjoys favorable historical census levels across all service
lines, which Fitch attributes to its competitive pricing structure
and well-established reputation in the highly competitive
southeastern Pennsylvania senior living and long-term care market.
Over the last four fiscal years, WEL averaged 92.3% independent
living unit (ILU) occupancy, 86% in its personal care (PC) units
(i.e. assisted living or ALU), and 90% in skilled nursing facility
(SNF) bed census.
Occupancy levels across its ILU and SNF service lines have
strengthened notably since the pandemic. In 1Q25, ILU occupancies
rose to 95% on average across all five WEL campuses. SNF occupancy
remained strong and spiked in 1Q24 to 95% following the closure of
WEL's Burholme campus and the transfer of its residents primarily
to WEL's Stapeley and Pennypack Park campuses. In 1Q25, SNF
occupancy had fallen slightly, but remained very strong for SNF
facilities with a 93.4% average occupancy.
PC occupancies have averaged in the mid- to upper-80% levels
historically, which is acceptable for ALU facilities. In 1Q25, PC
occupancies dipped to 81% as higher than average numbers of
residents transitioned from PC to SNF services. WEL management is
investing more resources into marketing the PC facilities to
prospective residents who are ready to move directly into PC
without going through ILU facilities first.
Historically, WEL's SNFs have experienced some census capping due
to staffing challenges. Through a combination of hiring practices
and retention initiatives, WEL has maintained adequate staffing
levels. However, wages and benefits, as well as the use of agency
staff, remain elevated as a percentage of revenues. Fitch expects
WEL's overall occupancy to remain favorable in fiscal 2025 and over
the medium term. Fitch's expectation is supported by WEL's
renovation and repositioning projects at three of its five campuses
in recent few years and a 24-36 month staged renovation of SNF beds
at its Doylestown campus, currently in process, that should be
completed by February 2027.
WEL has a track record of making annual increases to both its
monthly service and entrance fees. Over the past few years, WEL
increased its entrance fees and monthly fees by modest amounts
(i.e. 3% to 5% per annum) to maintain affordability against local
housing costs. In fiscal 2024, WEL increased entrance and monthly
fees on average by approximately 4.6% across most of its campus
locations, inclusive of a 5.3% ILU EF increase, 3.8% ILU monthly
service fee increases, and 4.4% PC monthly fee increases, which is
consistent with local competition. WEL's fiscal 2025 budget
includes 3% across-the-board fee increases for both EF and monthly
service fees.
At WEL's suburban locations, weighted average entrance fees are
$175,509 and monthly fees are $2,660, which remain competitive with
local market characteristics. Fitch views WEL's pricing flexibility
as adequate, albeit somewhat limited given its value-based business
model that traditionally provides for a moderate and affordable
pricing structure compared to higher-end competitors.
Operating Risk - 'bb'
Thin Operating Performance; High SNF/Medicaid Exposure
WEL's operating margins historically have been thin (or negative),
which Fitch attributes to its high concentration of SNF revenues
and governmental payors such as Medicaid, as well as its moderately
priced contracts. WEL maintains high exposure to SNF and Medicaid
revenues, which Fitch views as an asymmetric risk to WEL's overall
operating risk profile. WEL's resident service revenues are heavily
concentrated in its SNFs, which accounted for 57% of net resident
service revenues in fiscal 2024. Additionally, Medicaid comprised a
very high 65% of WEL's total fiscal 2024 service revenues. WEL's
high exposure to SNF and Medicaid revenues leaves it particularly
susceptible to changes in governmental payor reimbursements and
ongoing staffing challenges.
For ILUs, WEL primarily offers traditional (non-refundable)
fee-for-service (Type-C) contracts. Each residency contract
requires an upfront entrance fee and ongoing monthly fees. Overall,
WEL's exposure to primarily non-refundable fee-for-service
contracts is viewed favorably, as it eliminates actuarial risk and
any future service liability and shifts the financial burden of
higher levels of care to residents. It also mitigates concerns over
short-term cash flow pressures if a large amount of ILUs turnover
in a given year.
Over the last five fiscal years, WEL averaged a 107.5% operating
ratio, negative 0.6% net operating margin (NOM), and 12.8%
NOM-adjusted (NOMA). WEL benefitted from supplemental funding
during the pandemic. Absent a new supplemental funding source,
WEL's thin core operations create an inherent reliance on ILU
turnover and net entrance fee receipts for total cash flow and
coverage levels. Elevated labor cost expense and use of agency
staff remain a challenge. WEL is attempting to address the latter
by intensifying outreach to certified nursing assistants (CNAs) and
CNA training facilities in the greater Philadelphia region.
WEL's 1Q25 results improved compared to results for the same period
last year. Fitch expects fiscal 2025 operating performance to
strengthen modestly versus fiscal 2024 results given WEL's improved
census (with PC units being the exception) and facilities,
scheduled rate increases, and ongoing revenue cycle initiatives.
Fitch anticipates fiscal 2025 operating results will be more than
adequate to achieve compliance with WEL's 1.2x rate covenant and a
10%-12% NOMA, which would be in line with previous operating
results and sufficient for the 'BB' rating level.
With WEL's major campus renovation and repositioning projects
completed, WEL's management expects capital spending to be moderate
over the next several years, equal to no more than 50%-75% of
depreciation (or $4 million to $6 million annually). Over the last
four years, capital spending averaged 67% of depreciation, which
translated into an adequate 15-year average age of plant at fiscal
YE 2024. As mentioned, WEL is undertaking a staged bed refresh
project at its Doylestown SNF, which is expected to be completed
over the next 12-18 months. No new money debt issuance is planned.
The bed refresh project is being funded from FCF and unrestricted
reserves.
Overall, WEL's debt burden is manageable. In fiscal 2024, WEL's
maximum annual debt service (MADS) was a manageable 9.2% of total
revenues. However, debt to net available and revenue-only MADS
coverage was a weaker 8.1x and 0.0x, respectively, reflecting
continued portfolio stress. Fitch expects WEL's capital-related
metrics to continue to slowly improve in fiscal 2025 over in the
medium term as revenues and cash flow levels continue to recover
from pandemic stresses.
Financial Profile - 'bb'
Adequate Liquidity; Inflationary Pressures
Fitch's assessment of a 'weak' financial profile for WEL reflects
the organization's modest liquidity position and Fitch's
expectation that WEL's MADS coverage level will improve in the
out-years of Fitch's base and stress case scenarios. Both scenarios
assume that macro inflationary pressures will abate and WEL will
continue routine pricing increases to match or exceed the level of
expense inflation.
At fiscal YE 2024, WEL had $34.2 million in unrestricted cash and
investments, equal to 150 days cash on hand (DCOH) and 38%
cash-to-adjusted debt. WEL's liquidity cushion under 200 DCOH is a
rating constraint, although Fitch notes that WEL is working to
rebuild its liquidity cushion, which had been as strong as 203 DCOH
as recently as fiscal 2019. The balance sheet remains broadly
comparable with FYE 2023.
WEL benefitted from strong ILU turnover that generated a robust
$13.7 million of net entrance fees for fiscal 2024, representing a
$1.6 million improvement over fiscal 2023 and an all-time record
for WEL. All of WEL's new entrance fee agreements are fully
amortizing, providing for greater cash build-up as units turn over.
Fitch believes WEL's key leverage and liquidity metrics are
adequate for the current rating level but would provide only
limited financial flexibility in an even more pressured operating
environment.
Fitch includes WEL's entrance fee reserve fund and self-insurance
reserves in the liquidity metric calculations, and WEL's DSRF in
the cash-to-adjusted debt calculation. Fitch believes WEL's
liquidity position is adequate for the rating level given its
revenue diversification, solid historical demand, and exposure to
fully amortizing and non-refundable Type-C contracts (except for a
few remaining legacy agreements). WEL's investment portfolio mix is
weighted towards equities at about 55% of the total in 2025, but
Fitch notes that equities have shrunk as a proportion of the
portfolio since 2023, when they were 70% of the total. High equity
exposure makes WEL more susceptible to financial market volatility
in light of the organization's already somewhat limited financial
flexibility.
WEL had reduced bad debt expense to $650,750 in fiscal 2023 from as
high as $2.2 million in fiscal 2020. However, bad debt expense more
than doubled to $1.35 million in fiscal 2024 as WEL increased its
bad debt reserves due to increasing Medicaid payment wait times for
patients at two of its locations and to guard against potentially
higher write-offs. Management reports that actual write-offs have
been lower than budgeted in 2024 and 2025 YTD, and they expect bad
debt expense/reserves to decline again in fiscal 2025.
WEL's reported 1.74x debt service coverage for fiscal 2024 exceeded
the 1.2x rate covenant per WEL's formal compliance calculation.
Fitch's MADS coverage calculation (which does not adjust for
discontinued operations or the release of refund reserves) was
1.7x.
With ongoing operational improvement initiatives, particularly
regarding labor, and stable-to-improving occupancy and census
levels, Fitch believes WEL has some ability to improve its modest,
but adequate, financial flexibility at the current rating level
even while absorbing ongoing labor expense and timing pressures.
Fitch expects WEL's revenue growth will modestly outpace expense
growth, which Fitch believes is achievable given WEL's solid demand
indicators. Under these assumptions, WEL's key leverage metrics and
coverage levels are likely to slowly improve, but to remain
consistent with the 'bb' financial profile assessment in the near
term.
Asymmetric Additional Risk Considerations
No asymmetric additional risk considerations are relevant.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Failure to meet the minimum 1.2x rate covenant;
- Deterioration in liquidity levels that result in cash to adjusted
debt below 30% or DCOH below 150 days that is sustained over time;
- Any adverse changes to the SNF landscape or governmental
reimbursement modifications.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Retention of occupancy and census across all service lines at
robust and/or pre-pandemic levels in combination with other
factors;
- Improved unrestricted reserves and cash flow levels such that
sustained cash-to-adjusted debt is at least 45% and DCOH is
sustained at 185 days or higher for two or more consecutive years;
- Improved financial operations such that the operating ratio drops
below 105%, the net operating margin (NOM) is moderately positive
(1% to 3% range) and NOM-adjusted is in the 14% to 25% range for
two or more consecutive years;
- The organization achieves MADS coverage of greater than 1.5x for
three or more consecutive years in combination with other factors.
PROFILE
Evangelical Services for the Aging (d/b/a Wesley Enhanced Living or
WEL) was founded to operate and manage life plan communities (LPCs)
and other senior living facilities in and around Philadelphia, PA.
The WEL obligated group (OG) owns and operates five separate LPCs
with a combined 1,165 units (635 ILUs, 236 PCUs, and 360 SNF beds)
across its five OG campuses.
Other members of the OG are WEL, WEL Foundation, and WEL Home
Partners. In early fiscal 2024, WEL discontinued the operations of
Burholme, a HUD community owned and operated by WEL that sat
outside of the OG. Burholme residents were moved to WEL's other
urban campus locations (particularly Stapeley and PennyPack Park).
Fitch's analysis is based upon the OG, which reported $162 million
in total assets and $86.5 million of operating revenues for fiscal
2024.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from DIVER by Solve.
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.
WESLEY WOODS: Fitch Affirms 'BB' Rating on $14.3MM Revenue Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the rating on $14.3 million series 2021
revenue bonds issued by the Residential Care Facilities Authority
for the Elderly of Coweta County on behalf of Wesley Woods of
Newnan-Peachtree City, Inc., GA (Wesley Woods) at 'BB'.
Fitch has also affirmed Wesley Woods' Issuer Default Rating (IDR)
at 'BB'.
The Rating Outlook is Stable.
Entity/Debt Rating Prior
----------- ------ -----
Wesley Woods of
Newnan-Peachtree
City, Inc. (GA) LT IDR BB Affirmed BB
Wesley Woods of
Newnan-Peachtree
City, Inc. (GA)
/General Revenues/1 LT LT BB Affirmed BB
The 'BB' rating is supported by Wesley Woods' slim but stable
financial cushion, along with midrange revenue defensibility and
operating risk. This reflects its small single site nature, solid
occupancy, and limited competition in its primary market area
(PMA). The successful opening and fill of its recent independent
living unit (ILU) cottages provide Wesley Woods the opportunity to
strengthen its financial profile as these capital projects mature
and operations improve, contributing to top-line revenues.
Wesley Woods continues to engage in master facilities planning,
which may include an additional ILU cottage project on its 30 acres
of vacant land, building on the success of its recent project.
Management has also made strategic investments in improving the
saleability of its ILU apartments, where occupancy has historically
trended under budget. Although there are no immediate plans for
additional debt, Fitch's forward-looking scenario demonstrates some
headroom to absorb a modest debt-funded project at the 'BB'
rating.
SECURITY
The bonds are secured by a first mortgage lien, a pledge of gross
revenues and a debt service reserve fund (DSRF).
KEY RATING DRIVERS
Revenue Defensibility - 'bbb'
Small Single-Site LPC with Very Limited Competition
Despite its relatively small size, with only 168 total units in
service, Wesley Woods maintains a solid market position and
competitive advantage as the only LPC in its PMA. Wesley Woods' ILU
occupancy averaged an adequate 83% in fiscal2020-2024 and 84% in
the six months ended February 28, 2025. Wesley Woods offers various
unit types at different price points, and its entrance and monthly
service fees are highly affordable relative to prevailing home
prices in the PMA, with rate increases implemented on an annual
basis. Wesley Woods' PMA encompasses Coweta, Fayette and Carroll
counties in Georgia, characterized by strong demographic and
economic indicators. Under Georgia law, Wesley Woods only admits
internal residents from the LPC to its skilled nursing facility
(SNF).
Operating Risk - 'bbb'
Midrange Operating Risk
Wesley Woods' operating performance is solid and consistent with
Fitch's expectations for a type-B LPC. Its net operating margin
(NOM) averaged a strong 14.6% in fiscal 2020-2024, while its
operating ratio and NOM-adjusted have trended more midrange,
averaging 92.8% and 27.3%, respectively, over the same period.
Wesley Woods' performance has remained consistent with these trends
in fiscal 2025, with an operating ratio of 93.4%, NOM of 10.2%, and
NOM-adjusted of 27.4% as of the six-month interim. Because Wesley
Woods only admits internal residents from the community to its
skilled care units, its healthcare payor mix is 100% private pay,
which Fitch views favorably, as the community is not exposed to
governmental reimbursement risk.
Wesley Woods' average age of plant was high at 15.4 years as of
fiscal 2024. As a result, its required capex spend is also high,
averaging about 160.5% in the post-pandemic years (fiscal
2021-2024) and budgeted at about 120% of depreciation in fiscal
2025. Most of this expenditure covers routine capital maintenance
and renovations on cottages to position vacant units for resale.
Fitch believes this high level of capex is necessary for Wesley
Woods to maintain its demand profile, given its high average age of
plant. However, the lack of meaningful competition in its market
area mitigates the need for capex beyond routine repair and
maintenance.
Wesley Woods' most recent large-scale capital project was the
construction of 10 new ILU cottages, completed in fiscal 2023, now
100% occupied or reserved. Management continues to engage in
strategic planning for the remaining 30 acres of vacant land on its
campus, which is likely to involve the construction of additional
ILU cottages, building on the success of the existing inventory of
these units. The Board has adopted a resolution to reimburse Wesley
Woods up to $4 million for future cottage expansion.
Wesley Woods is also committed to stabilizing occupancy in its ILU
apartments, which has historically trended below budget. Management
has provided incentives for prospective residents to occupy smaller
apartments, providing priority access to larger units when they
become available. They have also committed additional budget to
apartment renovations to increase their saleability.
Wesley Woods' maximum annual debt service (MADS) is approximately
$1.0 million following the series 2021 transaction, which was an
approximately $250,000 savings off its previous MADS. The
community's resultant capital-related metrics are solidly midrange
with average revenue-only MADS coverage of 1.8x, MADS at 9.6% of
revenues, and debt-to-net available of 4.7x in fiscal2020-2024.
Financial Profile - 'bb'
Slim but Stable Financial Cushion
As of fiscal 2024, Wesley Woods had unrestricted cash and
investments of about $5.8 million and an approximately $1.0 million
debt service reserve fund (DSRF), representing a somewhat thin
45.3% of adjusted debt and 214 days cash on hand. This level of
unrestricted cash has remained relatively stable since fiscal 2022,
when Wesley Woods experienced a significant decline in cash due to
an emergency overage in its capital budget. Wesley Woods' financial
profile metrics remain consistent with a 'BB' rating in Fitch's
stress case scenario, indicating some degree of headroom to absorb
an additional expansion project at the current rating level.
Asymmetric Additional Risk Considerations
No asymmetric additional risk considerations are relevant to the
ratings.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Wesley Woods has some additional debt capacity at the current
rating, assuming its cash cushion continues to remain stable to
improving. However, given Wesley Woods' somewhat thin absolute
cash-to-adjusted debt ratio, a significant additional borrowing
beyond current assumptions to finance strategic capex or a
deterioration in either its cash-to-adjusted debt ratio or MADS
coverage could pressure the rating.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Positive rating action is constrained pending clarity on Wesley
Wood's future capital plans;
- Over time, improved and sustained NOM and NOM-adjusted
performance to levels more consistent with historical ratios near
20% and 30%, respectively, coupled with expectations of a recovery
in cash-to-adjusted levels sustained above 50% combined with stable
MADS coverage in Fitch's stress case scenario could lead to
positive rating action.
PROFILE
Organized in 1992, Wesley Woods is located on a 54-acre site in
Newnan, Coweta County, Georgia. The community currently consists of
84 ILU apartments, 20 ILU cottages and a healthcare center
comprised of eight memory care units (MCUs), 37 assisted living
units (ALUs) and 23 SNF beds. Wesley Woods' total operating
revenues were approximately $11.0 million in fiscal 2024 (ended
August 31, unaudited).
Wesley Woods is a controlled affiliate of Wesley Woods Senior
Living, Inc., a Georgia not-for-profit corporation, which acts as
the controlling entity for certain affiliated entities, including
the Foundation of Wesley Woods, Inc., Wesley Woods of Athens, Inc.,
Wesley Mountain Village, Inc., Wesley Woods Management Corporation,
Inc. and Wesley Homes, Inc. Wesley Woods of Newnan-Peachtree City,
Inc. is the only member of the obligated group.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from DIVER by Solve.
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.
WHIRLPOOL CORP: Fitch Assigns 'BB+' Rating on New Unsecured Notes
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' with a Recovery Rating of 'RR4'
to Whirlpool Corp.'s (Whirlpool) proposed offering of senior
unsecured notes. The notes offering will rank pari passu with all
other senior unsecured debt. Net proceeds from the notes offering
will be used to repay a portion of its term loan (TL) facility,
which had an outstanding balance of $1.5 billion as of March 31,
2025.
Fitch currently rates Whirlpool's Issuer Default Rating 'BB+' with
a Negative Outlook. The Negative Outlook reflects risks to
Whirlpool's deleveraging trajectory, including ongoing execution of
its pricing strategy in a weak demand environment and anticipated
debt reduction, expected to be funded by selling a partial
ownership stake in Whirlpool of India.
Key Rating Drivers
Elevated Leverage: Fitch expects Whirlpool's leverage will remain
elevated in the intermediate term due to a weak demand environment.
Fitch projects EBITDA leverage will settle between 4.5x-5.0x at the
end of 2025. This assumes $700 million in debt repayment, funded by
proceeds from selling a portion of its stake in Whirlpool of India
Ltd., free cash flow (FCF) and cash on the balance sheet.
Fitch expects leverage will decline to 4.0x-4.5x by YE 2026 and
3.5x-4.0x by YE 2027. Whirlpool's leverage is expected to remain
above the 3.8x negative sensitivity for the 'BB+' IDR through the
end of 2026. Lower debt reduction or slower margin improvement
could result in a downgrade of the IDR.
Weak Demand Environment: Fitch expects demand will remain subdued
in 2025 and 2026 due to slower economic growth, weak repair and
remodel spending and tepid housing turnover. Repair and remodel
spending will likely be flat to slightly lower in 2025, with a more
pronounced decline in large discretionary product categories.
Existing home turnover will improve slightly but remain at
historically low levels. Fitch expects slightly higher repair and
remodel spending and modest improvement in housing turnover in
2026.
Slow Margin Improvement: Fitch expects Whirlpool's margin recovery
will be hampered by the negative impact of tariffs and a weaker
demand environment. Whirlpool's EBITDA margin improved 190 bps
during 1Q25, but Fitch expects margin improvement will be slower
during the remainder of 2025. Fitch expects EBITDA margins will
settle between 8.3% to 8.8% in 2025 and 9%-9.5% in 2026 and
9.5%-10% in 2027, compared with 7.6% in 2024. Input cost inflation
and continued execution of Whirlpool's pricing strategy pose risks
to margin improvement, particularly during a sustained period of
weaker demand.
Adequate Financial Flexibility: Whirlpool has adequate financial
flexibility to navigate the subdued operating environment. The
proposed notes issuance addresses part of the company's debt
maturities in 2025, including $350 million of senior notes that
matured in May 2025 and a $1.5 billion TL due in October 2025.The
company is anticipated to generate an FCF margin of less than 0.5%
in 2025 and 0.5%-1% in 2026.
Relative Stability Through the Cycle: Whirlpool's favorable
end-market diversification results in relatively stable demand.
About 65% of current industry sales come from product replacement
demand, with roughly 20% from discretionary purchases and 15% from
new residential construction. High product replacement demand is a
stable revenue source. However, prolonged weakness in higher-margin
discretionary appliance demand can result in margin degradation, as
it did in 2023, 2024 and so far in 2025.
Divestitures: Whirlpool completed the sales of its EMEA business in
2024 and has reduced its stake in Whirlpool of India. It is
expected to sell additional stake in 2025, retaining a minority
interest. Fitch generally considers scale and geographic diversity
credit positives but does not view these divestitures as
significantly weakening the business profile. Whirlpool retains
strong market positions in its various local markets and geographic
diversity beyond North America.
Leading Market Positions: Fitch believes Whirlpool's strong market
share positions in core markets lead to higher and more stable
operating margins over time. Additionally, the diversity of the
company's geographic exposure, end-market exposure and distribution
are credit positives relative to more U.S. centric building
products peers with more concentrated exposure to particular end
markets or channels. Whirlpool is the world's leading home
appliance manufacturer with strong market positions in key
countries including the U.S., Brazil, the U.K., Canada, Italy,
France, Mexico and India.
Litigation Risk: Whirlpool has exposure to risks associated with
ongoing litigation and tax matters. The company is a defendant in a
case filed in the U.K. relating to the Grenfell Tower fire due to
the role played by a Hotpoint-branded appliance in the initial
source of the fire. Whirlpool is also defending against certain tax
assessments by the Brazilian government and an investigation by the
French Competition Authority. Unfavorable rulings or settlements in
these cases could result in a material use of cash for Whirlpool
and constrain discretionary cash flow or negatively affect credit
metrics.
Peer Analysis
Whirlpool's credit metrics are weaker than most investment grade
building products issuers due to higher debt levels from an
acquisition completed at the end of 2022, combined with lower
margins. Fitch expects Whirlpool's EBITDA leverage to be sustained
longer term at levels comparable with 'BBB' rated peers such as
Masco Corporation (BBB/Stable) and Fortune Brands Innovations, Inc.
(BBB/Stable). The company typically holds meaningful cash balances
relative to its peers.
Whirlpool's scale, global diversity and end-market exposure are
favorable when compared with Fortune and Masco and is comparable to
Mohawk Industries, Inc. (BBB+/Stable). Whirlpool's revenue and
earnings stability through the housing cycle are stronger than
Mohawk, but Mohawk typically maintains lower leverage levels. The
competitive intensity of the appliance industry and Whirlpool's
relatively weaker EBITDA and FCF margins are unfavorable relative
to these peers.
Key Assumptions
- Revenues fall 6%-7% in 2025 and are flat to slightly higher in
2026;
- EBITDA margin of 8.3% to 8.8% in 2025, 9% to 9.5% in 2026 and
9.5%-10% in 2027;
- CFO of $850 million to $950 million in 2025 and 5.5% to 6.5% of
revenues in 2026;
- Debt reduction of at least $700 million in 2025;
- EBITDA leverage of 4.5x-5.0x at YE 2025, 4x to 4.5x at YE 2026
and 3.5x to 4x at YE 2027;
- (CFO-capex)/debt of 7% to 8% in 2025, 8.5% to 9.5% in 2026 and
10% to 11% in 2027.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage consistently above 3.8x;
- (CFO-capex)/debt sustained below 8%;
- EBITDA margin below 8%.
Factors that Could, Individually or Collectively, Lead to an
Outlook Revision to Stable
- Improvement in margins and cash flow, leading to EBITDA leverage
approaching 3.8x or EBITDA margin trending towards 10%.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage consistently below 3.3x;
- (CFO-capex)/debt sustained above 10%;
- EBITDA margin above 10%.
Liquidity and Debt Structure
Whirlpool had adequate liquidity as of March 31, 2025, with $1.02
billion in cash and $619 million of borrowings under its CP
program, which is backed by a $3.5 billion revolving credit
facility that matures in May 2027. Approximately $297 million of
consolidated cash is held in Whirlpool of India (where Whirlpool
has a 51% ownership stake, and the cash is likely to stay in this
jurisdiction), while roughly $495 million is held in Brazil.
The company has meaningful debt maturities in the next three years,
including $350 million of senior notes that matured in May 2025 and
$1.5 billion TL coming due in October 2025, EUR500 million of
senior notes due in 2026, and EUR600 million of senior notes due in
2027. Fitch expects some debt reduction in the next few years from
divestitures and FCF, with the remainder refinanced as they become
due.
Issuer Profile
Whirlpool Corp. is a global leader in the manufacturing, marketing
and distribution of home appliances. The company's products include
laundry appliances, refrigerators and freezers, cooking appliances,
dishwashers and other small domestic appliances.
Date of Relevant Committee
02 May 2025
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
Whirlpool Corp. has an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy & Data Security due to the risk
of potential legal claims being filed against Whirlpool in relation
to the role played by a Hotpoint-brand appliance in the Grenfell
Tower fire in the UK. This has a negative impact on the credit
profile and is relevant to the ratings in conjunction with other
factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
Whirlpool Corp.
senior unsecured LT BB+ New Rating RR4
WIRELESS PROPCO: Fitch Assigns 'BB-sf' Final Rating on Cl. C Notes
------------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to
Wireless PropCo Funding LLC, Securities, Series 2025-1 as follows:
- $85.0 million(a) 2025-1 class A-1-V 'A-sf'; Outlook Stable;
- $89.5 million 2025-1 class A-2 'A-sf'; Outlook Stable;
- $68.1 million 2025-1 class B 'BBB-sf'; Outlook Stable;
- $68.1 million 2025-1 class C 'BB-sf'; Outlook Stable.
Fitch has also affirmed the ratings on Wireless PropCo Funding LLC,
Securities, Series 2024-1. The Rating Outlooks remain Stable.
Entity/Debt Rating Prior
----------- ------ -----
Wireless PropCo Funding
LLC, Securities,
Series 2025-1
Series 2025-1 A-1-V LT A-sf New Rating A-(EXP)sf
Series 2025-1 A-2 LT A-sf New Rating A-(EXP)sf
Series 2025-1 B LT BBB-sf New Rating BBB-(EXP)sf
Series 2025-1 C LT BB-sf New Rating BB-(EXP)sf
Wireless PropCo Funding
LLC, Securities,
Series 2024-1
Series 2024-1 A-2 LT A-sf Affirmed A-sf
(a) This note is a variable funding note (VFN) and has a maximum
commitment of $85.0 million contingent on class A note leverage
consistent with an 8.5x leverage ratio. This class will reflect a
zero balance at issuance.
Transaction Summary
Wireless PropCo Funding LLC, Securities, Series 2025-1 is a $310.7
million issuance of notes out of a master trust backed by
mortgages, representing 90.0% of the annualized run rate net cash
flow (ARRNCF) on the tower sites, and is guaranteed by the direct
parent of the borrower issuer. This guarantee is secured by a
pledge and first-priority-perfected security interest in 100% of
the equity interest of the issuer, direct subsidiaries of which own
or lease 977 wireless communication sites.
Unlike typical wireless tower transactions, this transaction is
predominantly backed by a portfolio of easement interests in
rooftops and land beneath towers, comprising 630 sites and 65.2% of
ARRNCF. The 371 traditional, macro tower sites contributed to the
securitization account for 31.7% of ARRNCF with the remaining sites
being attributed to wireless equipment affixed atop steeples, water
towers, etc. (3.1% ARRNCF).
Transaction cash flow is supported by 1,427 leases primarily
delivering telephony/data services (90.0% of annualized run-rate
revenue [ARRR]), with a weighted average (WA) final remaining term
of 18.4 years. Additionally, 83.6% of annualized run-rate revenue
(ARRR) is derived from contracts with tenants that have an
investment-grade rating and 69.5% of ARRR is derived from national
wireless carriers.
KEY RATING DRIVERS
Net Cash Flow and Trust Leverage: Fitch's net cash flow (NCF) on
the pool is $33.5 million, implying a 1.6% haircut to issuer NCF.
The debt multiple relative to Fitch's NCF on the rated classes is
12.7x, against the debt/issuer NCF leverage of 12.5x.
The inclusion of the cash flow required to draw on the maximum VFN
commitment of $85 million results in a Fitch NCF on the pool of
$42.6 million, implying a 3.2% haircut to issuer NCF.
Credit Risk Factors: The primary factors informing Fitch's cash
flow assessment and rating-specific maximum potential leverage
(MPL) include: the large and diverse collateral pool; creditworthy
customer base with limited historical churn; market position of the
operator; capability of the operator; limited operational
requirements; high barriers to entry; and transaction structure.
Technology-Dependent Credit: The specialized nature of the
collateral and potential for changes in technology to affect
long-term demand for tower space, similar to most wireless tower
transactions, limit ratings on the senior classes to 'Asf'. The
30-year term increases the risk that alternative technology will
render current technology obsolete before the full repayment of the
securities.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Declining cash flow as a result of higher site expenses or lease
churn, and the development of an alternative technology for the
transmission of wireless signal could lead to downgrades.
Fitch's NCF was 1.6% below the issuer's underwritten cash flow. A
further 10% decline in Fitch's NCF indicates the following ratings
based on Fitch's determination of MPL: Class A-2 from 'A-sf' to
'BBBsf'; class B from 'BBB-sf' to 'BBsf'; and class C from 'BB-sf'
to 'Bsf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Increasing cash flow without an increase in corresponding debt,
from contractual lease escalators, new tenant leases, or lease
amendments could lead to upgrades. However, upgrades are unlikely
given the provision to issue additional debt, increasing leverage
without the benefit of additional collateral. Upgrades may also be
limited because the ratings are capped at 'Asf' due to the risk of
technological obsolescence.
Upgrades are further constrained by the VFNs, which will likely
offset any improvements in cash flow with a corresponding increase
in debt, keeping leverage levels relatively flat.
A 10% increase in Fitch's NCF indicates the following ratings based
on Fitch's determination of MPL: class A-2 from 'As-f' to 'Asf';
class B from 'BBB-sf' to 'BBBsf'; class C from 'BB-sf' to 'BBsf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with third-party due diligence information from
FTI Consulting, Inc. The third-party due diligence information was
provided on Form ABS Due Diligence Form-15E and focused on a
comparison of certain characteristics with respect to the portfolio
of wireless communication sites and related tenant leases in the
data file. Fitch considered this information in its analysis, and
the findings did not have an impact on its analysis. Copies of the
ABS Due Diligence Forms-15E received by Fitch in connection with
this transaction may be obtained through the link contained on the
bottom of the related rating action commentary.
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.
WORLD HEALTH: Cash Shortfall Raises Going Concern Doubt
-------------------------------------------------------
World Health Energy Holdings, Inc. disclosed in a Form 10-Q Report
filed with the U.S. Securities and Exchange Commission for the
quarterly period ended March 31, 2025, that there is substantial
doubt about its ability to continue as a going concern.
During the three months ended March 31, 2025, the Company incurred
a net loss of $747 thousands and used net cash flows in its
operations of $265 thousands. As of March 31, 2025, the Company had
unrestricted cash and cash equivalents of $91 thousands available
to fund its operations, and an accumulated deficit of $28,409
thousands.
The Group's management expects that the Group will continue to
generate losses and negative cash flows from operations for the
foreseeable future. Based on the projected cash flows and cash
balances as of March 31, 2025, management currently is of the
opinion that its existing cash will be sufficient to fund
operations until the end of the third quarter of 2025. As a result,
there is substantial doubt regarding the Company's ability to
continue as a going concern.
"We are planning to raise additional capital to continue our
operations, as well as to explore additional avenues to increase
revenues and reduce expenditures. However, as of the date hereof,
other than the commitment from our director under the investment
agreement of November 2022, we do not have any commitments for
same. We cannot be sure that future funding will be available to us
on acceptable terms, or at all. Due to often volatile nature of the
financial markets, equity and debt financing may be difficult to
obtain. We may seek to raise any necessary additional capital
through a combination of private or public equity offerings, debt
financings, collaborations, strategic alliances, licensing
arrangements and other marketing and distribution arrangements. To
the extent that we raise additional capital through marketing and
distribution arrangements or other collaborations, strategic
alliances or licensing arrangements with third parties, we may have
to relinquish valuable rights, future revenue streams, or product
candidates or to grant licenses on terms that may not be favorable
to us. If we raise additional capital through private or public
equity offerings, the ownership interest of our existing
stockholders will be diluted, and the terms of these securities may
include liquidation or other preferences that adversely affect our
stockholders' rights. If we raise additional capital through debt
financing, we may be subject to covenants limiting or restricting
our ability to take specific actions, such as incurring additional
debt, making capital expenditures or declaring dividends."
"We will need to obtain additional funding in order to pursue our
business plans. If we are unable to raise capital when needed or on
attractive terms, we would be forced to delay, reduce or eliminate
our research and development programs or future commercialization
efforts. Management believes that funds on hand, as well as the
subscription proceeds that we are to receive on a periodic basis
under the committed subscription agreements with our director, will
enable us to fund our operations and capital expenditure
requirements through the third quarter of 2025. Currently, we are
substantially dependent on the periodic investment by our director
and any disruption of this arrangement will likely materially
adversely affect our business."
Management endeavors to secure sufficient financing through the
sale of additional equity securities or capital inflows from
strategic partnerships. Additional funds may not be available when
the Company needs them, on favorable terms, or at all. If the
Company is unsuccessful in securing sufficient financing, it may
need to cease operations.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/bdzbswwf
About World Health Energy
World Health Energy Holdings is primarily engaged in the global
telecom and cybersecurity technology field -- Through its wholly
owned Israeli based subsidiary RNA Ltd., the Company is primarily
engaged in research and development performing software design
services in the field of cybersecurity solutions for businesses and
consumers. Through its majority owned Polish based subsidiary,
CrossMobile Sp z o.o., a company formed under the laws of Poland,
the Company operates a mobile virtual network operator (MVNO) in
Poland, which is also licensed to provide telecom services
throughout Europe.
As of March 31, 2025, the Company has $16,146,483 in total assets,
$10,555,143 in total liabilities, and total stockholders' equity of
$5,591,340.
WYNDSTON MILLWORK: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------------
Wyndston Millwork, LLC asks the U.S. Bankruptcy Court for the
Middle District of Louisiana for authority to use cash collateral
and provide adequate protection.
The Debtor filed for Chapter 11 bankruptcy on April 28, 2025, and
continues operating as a debtor-in-possession. It operates a
millwork business in Ponchatoula, Louisiana. Prior to bankruptcy,
American Bank and Trust Company provided several lines of credit to
the debtor, secured by liens on its accounts and inventory.
The Debtor seeks authorization to use its cash (including any that
qualifies as cash collateral) according to a 13-week budget, with
limited flexibility.
The Debtor also proposes to provide American Bank with adequate
protection through monthly payments of $5,000, plus $1,000 for
every $100,000 collected in receivables.
Additionally, it will offer replacement liens on post-petition
assets, but only if American Bank is determined to hold valid,
unavoidable prepetition liens entitled to protection.
The Debtor stresses an urgent need for cash collateral to cover
payroll and essential business expenses, arguing that continued
operations will maintain the Debtor's value and offer the best
chance of repayment to creditors. Without such authorization, the
business would cease operations and suffer irreparable harm,
reducing the estate's value.
A copy of the motion is available at https://urlcurt.com/u?l=ll7NzD
from PacerMonitor.com.
About Wyndston Millwork LLC
Wyndston Millwork LLC, doing business as Acadian Architectural
Woodwork, specializes in custom architectural millwork and
woodworking services. Based in Ponchatoula, Louisiana, the Company
offers a range of products including doors, windows, mouldings,
columns, corbels, furniture, hardware, and pre-hung interior and
exterior door units.
Wyndston Millwork LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. La. Case No. 25-10353) on April 28,
2025. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Michael A. Crawford handles the case.
The Debtor is represented by Ryan J. Richmond, Esq. at Sternberg,
Naccari & White, LLC.
XCEL BRANDS: CBIZ CPAs Replaces Marcum as Auditor
-------------------------------------------------
Xcel Brands, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that Marcum LLP resigned as
the independent registered public accounting firm as a result of
CBIZ CPAs P.C. acquirement of Marcum's attest business, effective
November 1, 2024.
As a result of this transaction and with the approval of the Audit
Committee of the Company's Board of Directors, CBIZ CPAs was
engaged as the Company's independent registered public accounting
firm for the year ending December 31, 2025.
The audit reports of Marcum on the Company's consolidated financial
statements for the fiscal years ended December 31, 2024 and 2023
contained no adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting
principles, except that the report for the fiscal year ended
December 31, 2024 included an explanatory paragraph relating to
substantial doubt about the Company's ability to continue as a
going concern.
During the fiscal years ended December 31, 2024 and 2023 and the
subsequent interim period through May 27, 2025, there were (i) 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 procedure, which disagreements if not resolved
to the satisfaction of Marcum would have caused them to make
reference thereto in connection with their reports on the financial
statements for such years and (ii) no reportable events (as
described in Item 304(a)(1)(v) of Regulation S-K) other than the
material weaknesses that existed as of December 31, 2024 disclosed
in the Company's Annual Report on Form 10-K for the year ended
December 31, 2024, which the Company is taking steps to remediate.
During the fiscal years ended December 31, 2024 and 2023, and
through May 27, 2025, neither the Company nor anyone on its behalf
consulted with CBIZ CPAs regarding either: (i) the application of
accounting principles to a specific transaction, either completed
or proposed, or the type of audit opinion that might be rendered on
the Company's financial statements, and neither a written report
nor oral advice was provided to the Company that CBIZ CPAs
concluded was an important factor considered by the Company in
reaching a decision as to the 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 any reportable event (as described
in Item 304(a)(1)(v) of Regulation S-K).
About Xcel Brands
New York, N.Y.-based Xcel Brands, Inc. is a media and consumer
products company engaged in the design, licensing, marketing, live
streaming, and social commerce sales of branded apparel, footwear,
accessories, fine jewelry, home goods and other consumer products,
and the acquisition of dynamic consumer lifestyle brands. Xcel was
founded in 2011 with a vision to reimagine shopping, entertainment,
and social media as social commerce.
New York, N.Y.-based Marcum LLP, the Company's former auditor,
issued a "going concern" qualification in its report dated May 27,
2025, attached to the Company's Annual Report on Form 10-K for the
fiscal 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 $53.8 million in total
assets, $25.4 million in total liabilities, and a total
stockholders' equity of $28.4 million.
XCEL BRANDS: Marcum LLP Raises Going Concern Doubt
--------------------------------------------------
Xcel Brands, Inc. disclosed in a Form 10-K Report filed with the
U.S. Securities and Exchange Commission for the fiscal year ended
December 31, 2024, that its auditor expressed an opinion that there
is substantial doubt about the Company's ability to continue as a
going concern.
New York, N.Y.-based Marcum LLP, the Company's auditor since 2021,
issued a "going concern" qualification in its report dated May 27,
2025, attached to the Company's Annual Report on Form 10-K for the
fiscal 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.
According to the Company, it incurred net losses of approximately
$22.6 million and $22.2 million during the years ended December 31,
2024 and 2023, respectively (which included non-cash expenses of
approximately $20.3 million and $9. million, respectively), and had
an accumulated deficit of approximately $76.2 million and $53.8
million as of December 31, 2024 and 2023, respectively. Net cash
used in operating activities was $4.7 million in 2024 and $6.5
million in 2023. The Company's audited financial statements for the
fiscal year ended December 31, 2024 were prepared under the
assumption that we will continue as a going concern; however, it
have incurred significant losses over the past several years and
have used a significant amount of cash in operating activities. As
such, there is substantial doubt about our ability to continue as a
going concern.
The Company's ability to continue as a going concern is dependent
on executing its business plans and meeting its obligations as they
come due within the next 12 months from the filing date of this
Annual Report on Form 10-K.
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/ywvnsc58
About Xcel Brands
New York, N.Y.-based Xcel Brands, Inc. is a media and consumer
products company engaged in the design, licensing, marketing, live
streaming, and social commerce sales of branded apparel, footwear,
accessories, fine jewelry, home goods and other consumer products,
and the acquisition of dynamic consumer lifestyle brands. Xcel was
founded in 2011 with a vision to reimagine shopping, entertainment,
and social media as social commerce.
As of December 31, 2024, the Company had $53.8 million in total
assets, $25.4 million in total liabilities, and a total
stockholders' equity of $28.4 million.
YOUR MAJESTIC: Seeks Cash Collateral Access Until September
-----------------------------------------------------------
Your Majestic Maid LLC asked the U.S. Bankruptcy Court for the
District of Arizona for authority to use cash collateral and
provide adequate protection.
The Debtor asserted that without immediate access to this cash, it
cannot meet essential obligations such as employee wages, utility
payments, and vendor services, all of which are critical to
maintaining ongoing operations and supporting a successful
reorganization. The Debtor asked for approval to use cash as
outlined in its budget through September 2025 and requests interim
authority to use funds during the initial fourteen days
post-petition.
As of the petition date, the Debtor holds approximately $17,170 in
a OneAZ Credit Union account and about $10,000 in outstanding
receivables, which constitute the available cash collateral.
Bankers Healthcare Group, LLC is identified as the primary secured
creditor, holding a first-position UCC lien and an undersecured
claim of approximately $128,311. Credibly of Arizona LLC and
equipment lenders such as Ford Motor Credit and Ally Bank may also
hold interests in specific assets, including vehicles.
To protect the interests of secured creditors, the Debtor proposed
to provide adequate protection in the form of replacement liens on
post-petition cash and receivables.
Additionally, the Debtor offered to make monthly adequate
protection payments to BHG ($810), Ally Bank ($1,112), and Ford
Motor Credit (three accounts at approximately $263 each). The
Debtor contended that the post-petition revenue will exceed monthly
expenses, thereby replenishing any used Cash Collateral and
justifying the replacement liens.
About Your Majestic Maid LLC
Your Majestic Maid LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 3:25-bk-05019-MCW)
on June 2, 2025. In the petition signed by Lisa Underwood, member,
the Debtor disclosed up to $500,000 in both assets and
liabilities.
Judge Madeleine C. Wanslee oversees the case.
Ronald J. Ellett, Esq., at Ellett Law Offices, PC, represents the
Debtor as legal counsel.
[] AIRA Awards 2024 Top CIRA Performers at Annual Event
-------------------------------------------------------
Rendering financial advisory services in the business turnaround,
restructuring, and bankruptcy practice areas requires both special
knowledge and extensive relevant experience. In 1992, the AIRA
established the Certified Insolvency and Restructuring Advisor
(CIRA) program to recognize by public awareness and certification
those individuals who possess a high degree of knowledge and
proficiency across a spectrum of functions related to serving
clients in situations involving distressed and/or insolvent
entities. Each year AIRA recognizes through awards sponsored by
AlixPartners, LLP, the professionals who complete the CIRA program
with the highest scores. At its annual conference in Newport Beach,
CA, on June 5, 2025, AIRA recognized the following AlixPartners
CIRA Award winners for 2024:
* Gold -- Qifei (Freda) Yuan, AlixPartners, New York, NY
* Silver -- Zachary Brant, Ankura Consulting LLC, New York, NY
* Bronze -- Warren Su, CIRA, Alvarez & Marsal, Long Island City,
NY
Also recognized with a Certificate of Distinguished Performance for
the 2024 year are:
* Matthew Altman, CIRA, M3 Partners, LP, New York, NY
* Matthew Flahive, CIRA, Stapleton Group, San Diego, CA
* Eric Greenhaus, M3 Partners, LP, New York, NY
* Jason Miller, M3 Partners, LP, New York, NY
* Justin Mitchell, Alvarez & Marsal, New Canaan, CT
* Harrison Zuk, CIRA, Palm Tree LLC, Los Angeles, CA
The Association of Insolvency and Restructuring Advisors (AIRA) is
a nonprofit professional association serving financial advisors,
accountants, crisis managers, business turnaround consultants,
lenders, investment bankers, attorneys, trustees, and other
individuals involved in the fields of business turnaround,
restructuring, bankruptcy, and insolvency. AIRA's mission is to (i)
Unite and support professionals providing business turnaround,
restructuring and bankruptcy services, and (ii) Develop, promote,
and maintain professional standards of practice, including a
professional certification through its CIRA and CDBV programs. For
additional information on AIRA, visit www.aira.org. For additional
conference and program information, visit
https://aira.org/conference.
[] AIRA Gives Katten Founders Award to Keith J. Shapiro
-------------------------------------------------------
Emanuel M. Katten was a founding member of Association of
Insolvency and Restructuring Advisors' predecessor organization and
was instrumental in the development of AIRA's CIRA certification
program and numerous other association and professional
initiatives.
As a tribute to Katten's legacy, annually, AIRA conveys its Emanuel
M. Katten Founders Award to a member of the restructuring community
with a history of outstanding service and substantial contributions
to the profession. In recognition of his many contributions to AIRA
and the restructuring community at large as an attorney, advisor,
and investor, at its annual meeting and conference on June 5, 2025,
in Newport Beach, CA, AIRA recognized Keith J. Shapiro, Esq.,
Karlov Street Capital, Doral, FL, with its 2025 Emanuel M. Katten
Founders Award.
The Association of Insolvency and Restructuring Advisors (AIRA) is
a nonprofit professional association serving financial advisors,
accountants, crisis managers, business turnaround consultants,
lenders, investment bankers, attorneys, trustees, and other
individuals involved in the fields of business turnaround,
restructuring, bankruptcy and insolvency. AIRA's mission is to (i)
Unite and support professionals providing business turnaround,
restructuring and bankruptcy services, and (ii) Develop, promote,
and maintain professional standards of practice, including a
professional certification through its CIRA and CDBV programs. For
additional information on AIRA, visit www.aira.org. For additional
conference and program information, visit
https://aira.org/conference.
[] AIRA's 2025 Class of Distinguished Fellows Named
---------------------------------------------------
At its annual conference in Newport Beach, California, on June 5,
Association of Insolvency and Restructuring Advisors announced the
induction of its 2025 class of Distinguished Fellows.
Conceived to recognize the significant contributions that AIRA's
senior members have made to the art and science of corporate
restructuring and to the association, the Distinguished Fellows
designation is an academic and professional honor for those AIRA
members and program contributors who exemplify the highest level of
excellence in professional practice and whose contributions are a
significant positive legacy to our profession and the association.
These individuals have contributed in many ways to the profession
and to AIRA. They have served as educators, provided important
leadership to AIRA and other associations such as Turnaround
Management Association (TMA) and American Bankruptcy Institute
(ABI), provided years of service on the AIRA board, contributed to
AIRA's CIRA and CDBV certification programs, organized and
presented to AIRA and other professional conferences, and published
articles and books.
The 2025 Distinguished Fellows are:
* Andrew R. Barg, CIRA, Barg & Henson CPAs, PLLC, Fort Worth, TX
* David R. Payne, CIRA, CDBV, D.R. Payne & Associates, Inc.,
Oklahoma City, OK
* Ira L. Herman, Esq., Blank Rome LLP, New York, NY
* Karl Knechtel, CIRA, RK Consultants LLC, New York, NY
* Kimberly J. Lam, CIRA, Bachecki Crom & Company LLP, San
Francisco, CA
* Jennifer Meyerowitz, Esq., SAK Healthcare, Riverwoods, IL
* Keith J. Shapiro, Esq., Karlov Street Capital, Doral, FL
The Association of Insolvency and Restructuring Advisors (AIRA) is
a nonprofit professional association serving financial advisors,
accountants, crisis managers, business turnaround consultants,
lenders, investment bankers, attorneys, trustees, and other
individuals involved in the fields of business turnaround,
restructuring, bankruptcy, and insolvency. AIRA's mission is to (i)
Unite and support professionals providing business turnaround,
restructuring, and bankruptcy services, and (ii) Develop, promote,
and maintain professional standards of practice, including a
professional certification through its CIRA and CDBV programs. For
additional information on AIRA, visit www.aira.org. For additional
conference and program information, visit
https://aira.org/conference.
[] Brattle Group Adds Idan Rubin to Restructuring & Disputes Team
-----------------------------------------------------------------
The Brattle Group has welcomed Idan Rubin to its London office as a
Senior Consultant in the firm's Bankruptcy & Restructuring,
Alternative Investments, and Credit, Derivatives & Structured
Products practices. With a diverse background in hedge funds, asset
management, and investment platform development that spans
geographies and asset classes, Mr. Rubin brings over 15 years of
experience in the financial services sector to the firm.
At Brattle, Mr. Rubin will focus on a wide range of financial
services matters, from mergers and acquisitions (M&As) to
fund-related disputes, such as those involving fees and
performance, investor disclosures, misrepresentation and fraud
claims, and regulatory compliance issues. He has extensive
expertise in valuations, hedge fund structuring, portfolio
construction, risk management, investor relations, trading
strategies and signals, and working with cross-asset classes,
including cryptocurrency and non-fungible tokens (NFTs).
"With his broad industry experience, entrepreneurial mindset, and
analytical rigor, Idan brings a unique skill set and background to
Brattle that will greatly enhance our ability to support clients in
high-stakes financial services disputes in the UK and across
Europe," said Torben Voetmann, Brattle President & Principal.
With experience establishing two successful quant hedge funds --
overseeing the process from capital process to operations and
trading -- and advising on the launch of another, Mr. Rubin has
extensive practical knowledge of hedge fund operations, management,
policies, and practices. He also has an asset management
background, spanning numerous strategies across both public and
private markets, and has used his technical expertise to develop
and analyze artificial intelligence (AI) signals, strategies, and
models.
"I look forward to collaborating with colleagues in London and
beyond to help grow Brattle's UK and European presence in
commercial litigations and to help clients solve complex challenges
related to damages, insolvency, and M&A and fund disputes," said
Mr. Rubin.
Prior to joining Brattle, Mr. Rubin was a Senior Equities Analyst
at an investment advisory firm specializing in emerging markets
equities, and previously worked as a Portfolio Manager at a
market-making hedge fund focused on European government bonds. In
2017, he co-founded Sayer Capital, a US equities quantitative
market-making fund backed by a blue-chip investor, and served as
CEO and Portfolio Manager -- leading the organization's research
and development, investor relations, budgeting, and portfolio
construction -- until 2021.
To learn more about Mr. Rubin, please see his full bio at
https://www.brattle.com/experts/idan-rubin/.
ABOUT BRATTLE GROUP
The Brattle Group answers complex economic, finance, and regulatory
questions for corporations, law firms, and governments around the
world. We are distinguished by the clarity of our insights and the
credibility of our experts, which include leading international
academics and industry specialists. Brattle has 500 talented
professionals across four continents.
[] Lathrop GPM Taps Partner Ben Struby as Kansas City Office Head
-----------------------------------------------------------------
Lathrop GPM LLP announces that Ben Struby has been named the
Partner in Charge of the firm's Kansas City office. He succeeds
Jean Paul Bradshaw, who has served in the role for over eight
years. Bradshaw will continue as an active partner in the firm,
focusing on his litigation practice.
"Jean Paul has been an exceptional leader and the friendly face of
our Kansas City office, guiding us through key events and
milestones, including the COVID-19 pandemic, and more recently, the
selection of our new office space," said Struby. "He has created a
strong foundation with a cohesive and dynamic office culture. I
look forward to building on that foundation and enabling our team
to excel on behalf of our clients and the community."
Ben Struby focuses his practice on bankruptcy, restructuring,
creditors' rights and receiverships. He has spent the past seven
years at Lathrop GPM, demonstrating natural leadership and a
commitment to the firm's values. Struby has taken on formal and
informal leadership roles, including assisting with lateral
associate and summer associate recruiting and serving on the firm's
Professional Development Committee. Outside the office, Struby has
held positions on several nonprofit boards. And, he completed the
Kansas City Chamber of Commerce's Centurions leadership program in
2024. He was also recognized as a 2025 NextGen Leader by the Kansas
City Business Journal.
"I am thrilled to see Ben step into this role. His leadership and
engagement within the Kansas City office and the broader community
make him an excellent choice to guide this office into the future,"
said Bradshaw. "Serving as the firm's first Partner in Charge of
the Kansas City office has been one of the highlights of my career.
I've had the privilege of working with an exceptional team to grow
this office and enhance its role in the community. I remain
committed to the success of our firm and look forward to this
exciting new chapter under Ben's leadership."
Struby is dedicated to strengthening the Kansas City office's
collaborative culture and attracting top talent. He will also lead
the development of the firm's new space at Stanton Road Capital's
2323 Grand Boulevard, scheduled for summer 2026. The new office
will feature a hybrid layout with open seating and private,
assigned workspaces, a model designed to foster collaboration and
support more efficient client service, consistent with the firm's
offices in Boston, Chicago, Denver, Minneapolis and St. Louis.
Lathrop GPM continues its strategic growth across offices, with
recent developments signaling strong momentum in Kansas City. The
appointment of Struby as Partner in Charge, the upcoming relocation
to a new, modern office in 2026, and the recent addition of
Terrence (Terry) Kilroy to the Labor & Employment practice as
Senior Counsel reflect the firm's commitment to expanding its
presence, strengthening its team and deepening client service in
the region.
About Lathrop GPM LLP
Lathrop GPM is a full-service Am Law 200 law firm with over 360
attorneys and other legal professionals in 13 offices. Meeting the
legal needs of businesses, organizations and high-net-worth
individuals, our attorneys provide a full spectrum of corporate
legal services: corporate, tax and business transactions, labor,
employment and franchise law, litigation, intellectual property,
private client services, real estate, and trusts and estates. We
help clients grow and succeed, anticipate trends, plan for
challenges and bring their visions to life. Clients recognize
Lathrop GPM for our commitment to client service, legal project
management and innovative pricing capabilities. A Multilaw and
Employment Law Alliance affiliate, we have the resources of more
than 90 independent law firms in 100 countries worldwide. For more
information, visit www.lathropgpm.com.
*********
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.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2025. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The single-user TCR subscription rate is $1,400 for six months
or $2,350 for twelve months, delivered via e-mail. Additional
e-mail subscriptions for members of the same firm for the term
of the initial subscription or balance thereof are $25 each per
half-year or $50 annually. For subscription information, contact
Peter A. Chapman at 215-945-7000.
*** End of Transmission ***