/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160630.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, June 30, 2016, Vol. 20, No. 182 Headlines 1910 PARTNERS: Court Denies Bid to Reconsider March 4 Ruling 7 BAY CORP: To Sell Condo Units to Fund Ch. 11 Plan 8110 AERO DRIVE: Sheraton Opposes Bid to Employ Hotel Manager ACTIVE NETWORK: Moody's Assigns B2 CFR, Outlook Stable ADAMIS PHARMACEUTICALS: Files U.S. Compounding Financial Stmts. AEROJET ROCKETDYNE: Moody's Affirms B1 CFR, Outlook Stable ALLEN BROTHERS: Case Summary & 10 Unsecured Creditors ARCH COAL: Amended Plan Proposes 0.7% Recovery to Unsecureds ARCH COAL: Court Authorizes Membership Interest Sale to LHR ASG CONSOLIDATED: S&P Affirms 'B-' Corporate Credit Rating ASPEN GROUP: Issues 2.5M Shares, $400K Cash to Hillair Capital ASTROTURF LLC: Case Summary & 20 Largest Unsecured Creditors AUTOMART INC: Hires Lindemann Law Firm as Bankruptcy Counsel AUTOMART INC: Taps Shenson Law as Special Litigation Counsel BELLISIO FOODS: S&P Affirms 'B' CCR & Revises Outlook to Stable BETHANY COLLEGE: S&P Lowers Rating on 2011 Revenue Bonds to B+ BIRCH GROVE: Plan Filing Period Extended to Jan. 16 BREITBURN ENERGY: Committee Taps Milbank as Legal Counsel BRIDGEWERKS CONSTRUCTION: U.S. Trustee Unable to Appoint Committee BROOKLYN RENAISSANCE: Plan Revised to Add Creditor Settlements BUCKINGHAM SENIOR: Fitch Affirms 'BB' Ratings on Revenue Bonds BURCON NUTRASCIENCE: Incurs C$6.56 Million Net Loss in Fiscal 2016 CAPITOL LITHO: President Taps Joel Fredericks as Real Estate Agent CARL EQUIPMENT: Seeks to Hire Joyce W. Lindauer as Legal Counsel CASA MEDIA: Exclusive Plan Filing Deadline Moved to Sept. 27 CCH JOHN EAGAN: Exclusive Plan Filing Period Extended to July 15 CELERITAS CHEMICALS: Taps Anderson Tobin as Special Counsel CELERITAS CHEMICALS: Taps Quilling Selander as Legal Ccounsel CHAPARRAL ENERGY: Hires E&Y to Provide Tax, Valuation Services CHAU DO PAPATHEODOROU: 3rd Amended Plan Confirmed CHC GROUP: Creditors' Panel Hires Gardere Wynne as Counsel CHC GROUP: Creditors' Panel Hires Kramer Levin as Counsel CHC GROUP: Creditors' Panel Taps Epiq as Information Agent CHC GROUP: Creditors' Panel Taps Greenhill as Investment Banker CHC GROUP: Panel Hires VLC Associates as Financial Advisor CLASSIC COMMUNITIES: Seeks to Obtain $74K Loan to Complete Homes CLEANFUEL USA: Hires Bracewell & Giuliani as Special Counsel CLEANFUEL USA: Hires Padgett Stratemann as Accountant CRESCENT HAUS: Taps Joyce W. Lindauer as Legal Counsel CROSSROADS CHARTER: S&P Cuts Rating on 2012/2007 Rev. Bonds to BB- CRV PRECAST: Exclusive Solicitation Period Extended to Aug. 2 CRYOPORT INC: Reports 50% Revenue Growth for Fiscal Year 2016 CSM BAKERY: Moody's Affirms B2 CFR & Revises Outlook to Stable CUZCO DEVELOPMENT: Taps Wagner Choi as Legal Counsel DESERT SPRINGS: Court Denies Bid for Cash Collateral Use DESERT SPRINGS: Hires Orrock Popka as Counsel DESERT SPRINGS: Sec. 341 Creditors' Meeting Set for July 5 DESERT SPRINGS: Stay Lifted for Shin, RPL to Enforce Judgment DIAMOND XPRESS: Hires Cowart Reese as Accountant DIGIPATH INC: Amends Employment Agreement with Todd Denkin DIGIPATH INC: Appoints Joseph Bianco as Chief Executive Officer DIGIPATH INC: May Issue 11.5M Shares Under Amended Stock Plan DOLLAR TREE: Moody's Affirms Ba2 CFR & Changes Outlook to Positive DRAW ANOTHER CIRCLE: Frost, Ballard Represent WP Glimcher, Et Al. DRAW ANOTHER CIRCLE: Taps Rust/Omni as Claims and Noticing Agent EIRE MCNAB: Trustee Taps Genovese Joblove as Legal Counsel ELITE PHARMACEUTICALS: Lincoln Park Offers to Sell 63M Shares ENERGY FUTURE: Luminant Selling Spare Compressor for $727,000 ERNEST GEORGE ALTMANN: Court Denies 6th Ex Parte Bid FINJAN HOLDINGS: Prevails Blue Coat' Challenges Before USPTO FOODSERVICEWAREHOUSE.COM: Taps R2 Advisors as Financial Advisor FRAC SPECIALISTS: Panel Taps Lain Faulkner as Financial Advisor FRAMINGHAM 300 HOWARD: To Sell Properties to Pay Bank Loans FREEDOM COMMS: Wants Plan Filing Deadline Moved to Aug. 31 FRESH & EASY: Exclusive Plan Filing Deadline Moved to July 28 GAWKER MEDIA: Hires Ropes & Gray as Counsel GAWKER MEDIA: Taps Houlihan Lokey as Investment Banker GENARO'S CORPORATION: July 27 Plan Confirmation Hearing GILLESPIE OFFICE: Hires Morris Polich as Bankruptcy Counsel GLENN TRUST II: S&P Lowers Rating on Sr. Secured Notes to B GR HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel GREAT BASIN: Amends 2015 Form 10-K to Add Part III GUILD IS GOOD: Voluntary Chapter 11 Case Summary GULF CHEMICAL: Interim Loan Approved; Final Hearing on July 11 HANA FINANCIAL: DBRS Confirms BB Rating on Class C-2 Debt HARBORVIEW TOWERS COUNCIL: PH4C Seeks to Pursue Contempt Proceeding HECK INDUSTRIES: Committee Hires Gordon Arata as Counsel HEENA HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel HFIG FREEHOLD: Court OKs $230,000 Sale to Royal Fitness HI-TEMP SPECIALTY: Wants to Use Wells Fargo's Cash Collateral HISTORIC TIMBER: Case Summary & 20 Largest Unsecured Creditors HOLSTED MARKETING: U.S. Trustee Forms 3-Member Committee HOT SHOT HK: Seeks to Hire K Pro Group as Accountant HUGHES CONTRACTING: Taps Skwiersky Alpert as Accountant IHS INC: S&P Removes BB+ Unsec. Debt Ratings From CreditWatch Neg. IHS MARKIT: Moody's Assigns Ba1 Rating on $750MM New Sr. Notes IRONMEN INC: No Recovery Expected for Unsecured Claims Under Plan IVENS PROPERTIES: Hires Robert J. Fletcher as Appraiser JEM REST CORP: Court Junks Bid to Enjoin Puerto Rico Treasury Dept. JOURNEY HOSPICE: Taps C. Taylor Crockett as Legal Counsel JUNIPER GTL: U.S. Trustee Unable to Appoint Committee KESWICK REAL ESTATE: Taps LaMonica Herbst as Bankruptcy Counsel KINCAID HOLDINGS: Exclusive Plan Filing Deadline Moved to Aug. 1 LA4EVER LLC: Taps Capital Group as Mortgage Broker LAND SECURITIES: Sale of Douglas County Property Approved LBH NATIONAL: Taps Kutner Brinen as Legal Counsel LINC USA: Creditors Committee Has Issues With Final DIP Order LLAC INC: Taps Berrios & Longo as Legal Counsel M2J2 LLC: Case Summary & 4 Unsecured Creditors MADISON MEMORIAL: S&P Assigns 'BB+' Rating on $45MM 2016 Bonds METCOM NETWORK: Case Summary & 15 Unsecured Creditors MINERVA YAGER: Unsecureds Projected to Recoup 7% Under Plan MM SHOWS: Wants Exclusive Plan Filing Deadline Moved to Sept. 30 NANOSPHERE INC: Notifies Nasdaq of Change in Shares Outstanding NATIONAL CINEMEDIA: Cancels Registration of Shares under Plans NET ELEMENT: Opts to Exchange $100,000 for 57,663 shares NEW MILLENNIUM: Moody's Assigns Caa2 CFR, Outlook Stable NEW PHOENIX METALS: Taps Joyce W. Lindauer as Legal Counsel NEXXLINX CORPORATION: Case Summary & 30 Top Unsecured Creditors NEXXLINX CORPORATION: Files for Bankruptcy With Up to $50M in Debt NORDICA SOHO: Case Summary & 10 Unsecured Creditors PEAK WEB: U.S. Trustee Forms 4-Member Committee PENN-TEX HELICOPTERS: Will Sell Assets to Pay Secured Creditors PREMIUM TRANSPORTATION: Wants Oct. 10 as Plan Filing Deadline ROYWELL SERVICES: Seeks to Hire Cage Hill as Legal Counsel RYCKMAN CREEK: Fee Examiner Taps Fox Rothschild as Legal Counsel SANDALWOOD HOSPITALITY: Aug. 11 Plan Confirmation Hearing SEANERGY MARITIME: Jelco Delta Reports 92.4% Stake as of June 16 SHASTA ENTERPRISES: Unsecureds to Get 50%-100% Under Plan SOUTHERN SEASON: Court Official Announces Plan to Form Committee SOUTHWESTERN ENERGY: S&P Assigns 'BB+' Rating on $1.191-Bil. Loan SPENCER GIFTS: Moody's Affirms B2 CFR & Changes Outlook to Neg. SPORTS AUTHORITY: Objects to Ward Gateway's Motion to Compel SUN PROPERTY: Taps White Cirrito as Special Counsel SUN PROPERTY: U.S. Trustee Unable to Appoint Committee SUNEDISON INC: Sec. 341 Meeting of Creditors Set for July 26 SURGICAL CARE: S&P Affirms 'B+' CCR, Outlook Remains Stable SURVEYMONKEY INC: S&P Lowers CCR to 'B-' on High Leverage SUSAN RABORN: Plan, Disclosure Statement Inadequate, Court Says SYMPHONIC HOLDINGS: U.S. Trustee Unable to Appoint Committee TECHPRECISION CORP: Inks Separation Agreement with Former CFO TELESPEAK CCA: U.S. Trustee Unable to Appoint Committee THOMAS WELTON NORWOOD: Disclosures Okayed; Plan Hearing on Aug. 24 TIBER PARTNERS: Ch.11 Trustee Seeks to Hire Kutak Rock as Counsel TITHERINGTON DESIGN: Taps Whiteman Osterman as Special Counsel TLD VENTURES: Taps Wright Stout as Legal Counsel TOBIN'S RECOVERY: July 25 Disclosure Statement Hearing TRAVELPORT WORLDWIDE: Reaffirms Full Year Guidance ULTRA PETROLEUM: Files Schedules of Assets and Liabilities UNCAS LLC: Case Summary & 4 Unsecured Creditors UNCLE MUNCHIES: U.S. Trustee Unable to Appoint Committee VERTELLUS SPECIALTIES: Committee Taps Zolfo as Financial Advisor VERTELLUS SPECIALTIES: U.S. Trustee Objects to Break-Up Fee WEEKLEY HOMES: Moody's Lowers CFR to B2, Outlook Stable WEST COAST WAREHOUSE: Taps Telguist for Tri-City Railroad Suit WILSON'S OUTDOOR: Taps Calaiaro Valencik as Legal Counsel WOOD RESOURCE: Gainesville Renewable Leaves Creditors' Committee WOONSOCKET, RI: Fitch Hikes Issuer Default Rating to 'BB+' WRIGHTWOOD GUEST RANCH: Trustee Proposes July 19 Auction ZERGA PHIN-KER LP: Proposes Evergreen-Led Auction on Aug. 30 [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1910 PARTNERS: Court Denies Bid to Reconsider March 4 Ruling ------------------------------------------------------------ Judge Lloyd King of the United States Bankruptcy Court for the District of Hawaii denied the 1910's Motion for Reconsideration of the Court's March 4, 2016 order in the adversary proceeding captioned ASSOCIATION OF APARTMENT OWNERS OF CANTERBURY PLACE, Plaintiff, v. 1910 PARTNERS, a Hawaii limited partnership, Defendant, Adversary No. 15-90006 (Bankr. D. Hawaii). According to 1910's Motion for Reconsideration, 1910 does not seek to reconsider the entire March 4, 2016, Judgment. Rather, 1910 asks this Court to reconsider only a portion of the following Findings of Fact and Conclusions of Law, related to the allowance of the AOAO's post-petition professional fees as a § 503(b)(4) administrative expense priority and to be paid as a § 1129(a)(9)(A) claim, in full, in cash, on the effective date of the 1910 Second Amended Plan of Reorganization. In this case, 1910's mismanagement of 1910's property was reflected, in the rapid deterioration of the value of 1910's real property interest at Canterbury Place from $14.7 million, scheduled as of January 2015, on 1910's Schedule A, and a November 2015 appraisal by Mr. Richard Hallstrom of $5.2 million, a loss in value of 60%, in less than one year, of 1910's real property assets. A full-text copy of the Findings of Fact and Conclusions of Law dated June 8, 2016 is available at https://is.gd/6CYfMy from Leagle.com. The bankruptcy case is In re 1910 PARTNERS, (Chapter 11), Debtor, Case No. 15-00009 (Bankr. D. Hawaii). Association of Apartment Owners of Canterbury Place, Plaintiff, is represented by Andrew D. Chianese, Esq. -- andrew@revereandassociates.com -- Revere & Associates, LLLC, Jerrold K. Guben, Esq. -- jkg@opglaw.com -- O'Connor Playdon & Guben, Terrance Revere, Esq. -- terrance@revereandassociates.com -- Revere & Associates, LLLC, Miranda Tsai, Esq. -- mt@opglaw.com -- O'Connor Playdon & Guben LLP. 1910 Partners, a Hawaii limited partnership, Defendant, is represented by Chuck C. Choi, Esq. -- Wagner Choi & Verbrugge, Allison A. Ito, Esq. -- Wagner Choi & Verbrugge, Neil J. Verbrugge, Esq. -- Wagner Choi & Verbrugge. Pacific Guardian Life Insurance Company, Limited, Defendant, is represented by Lex R. Smith, Esq. -- lrs@ksglaw.com -- Kobayashi, Sugita & Goda, Maria Y. Wang, Esq. -- myw@ksglaw.com -- Kobayashi, Sugita & Goda. Association of Apartment Owners of Canterbury Place, Counter-Defendant, is represented by Jerrold K. Guben, O'Connor Playdon & Guben, Miranda Tsai, O'Connor Playdon & Guben LLP. About 1910 Partners 1910 Partners, a Hawaii limited partnership but based in Las Vegas, Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Hawaii Case No. 15-00009) on January 5, 2015, in Honolulu. Judge Lloyd King presides over the case. Chuck C. Choi, Esq., at Wagner Choi & Verbrugge, serves as the Debtor's counsel. 1910 Partners estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Bruce Stark, authorized representative. A list of 1910 Partners' 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/hib15-00009.pdf This is the Debtor's second voluntary Chapter 11 bankruptcy case. It first filed for Chapter 11 (Bankr. D. Hawaii Case No. 09-01682) on July 24, 2009. Bankruptcy Judge Robert J. Faris presided over the 2009 case. Chuck C. Choi, Esq., at Wagner Choi & Verbrugge, also served as counsel in the 2009 case. A copy of the 2009 petition, including a list of its 18 largest unsecured creditors, is available for free at http://bankrupt.com/misc/hib09-01682.pdf The 2009 petition was signed by Bruce Stark, authorized representative of the Company. 7 BAY CORP: To Sell Condo Units to Fund Ch. 11 Plan --------------------------------------------------- 7 Bay Corp. filed with the U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, a plan of reorganization and accompanying disclosure statement, which will be funded from the construction and sale of the Debtor's property as well as the new value contribution by the Debtor's principals, or entities controlled by the Debtor's principal. The Debtor owns the remaining development rights for nine units in a fully permitted waterfront condominium parcel of real property located on 7 Bay Street in Hull, Massachusetts. The Debtor will continue to sell the remaining units of the project, pay the secured lenders, and distribute the proceeds and pay claims. The Reorganized Debtor will establish a Plan Fund upon the sale of the last unit. Upon the sale of the last unit, and after payment in full of all allowed secured claims, administrative and priority claims, Reorganized Debtor will deposit the excess proceeds from the sale of the last unit into the Plan Fund in order to pay allowed holders of Class 6 - general unsecured claims. Class 6 Claimants will share pro-rata in the Plan Fund. The Debtor's counsel will be entitled to a payment of $500, plus costs for administration of the Plan Fund. Debtor will continue to make payments on the secured claims pursuant to this Plan. A full-text copy of the Disclosure Statement is available at http://bankrupt.com/misc/mab15-14885-234.pdf The Debtor is represented by: John M. McAuliffe, Esq. Kathryn Pellegrino, Esq. MCAULIFFE & ASSOCIATES 430 Lexington Street Newton, MA 02466 Tel: (617) 558-6889 E-mail: john@jm-law.net 7 Bay Corp, based in Hull, Massachusetts, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 15-14885) on Dec. 17, 2015. Judge Frank J. Bailey presides over the case. John M. McAuliffe, Esq., at MCAULIFFE & ASSOCIATES, P.C., serves as the Debtor's counsel. In its petition, 7 Bay estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Steven Buckley, president. 8110 AERO DRIVE: Sheraton Opposes Bid to Employ Hotel Manager ------------------------------------------------------------- Sheraton LLC filed with the U.S. Bankruptcy Court for the Southern District of California its limited objection to the request of 8110 Aero Drive Holdings, LLC to employ FPCA Associates, LLC as management company for the Debtor's hotel. Sheraton LLC stressed that the Debtor's right to operate the Hotel under the "Four Points" tradename is expressly conditioned on strict compliance by the Debtor with the provisions of two separate but inter-related agreements with Sheraton LLC: a License Agreement dated January 29, 2007, as assigned to the Debtor and as amended, and a Starwood Technology and Reservation Services Agreement dated January 29, 2007. The License Agreement provides that if the Hotel is operated by an entity other than the Debtor, Sheraton LLC must approve the hotel management company, with Sheraton LLC holding complete discretion to withhold approval to the extent it determines that retention of the management company might compromise the brand quality and value of the Brand and the "Four Points" proprietary hotel system. Such consent of Sheraton LLC is ultimately evidenced in a required Management Consent Letter, to be executed by the third-party hotel management company retained, in tacit acknowledgement of the various quality control requirements of the License Agreement. The Debtor has not requested nor obtained the required consent of Sheraton LLC to retention of FPCA as manager of the Hotel. Similarly, FPCA has not entered into a Management Consent Letter with Sheraton LLC. Further, Sheraton LLC is not prepared to grant that consent without having had the opportunity to conduct the diligence contemplated under the License Agreement. Sheraton LLC also has not seen any proposed order regarding the Application to Employ. In the event that the Court grants the Application Motion, Sheraton LLC requests that any order relating to the Application Motion contain a provision clarifying that entry of such order shall not be deemed to constitute a waiver of the requirements of Article 5.15 of the License Agreement, a contract in full force and effect as of the date of filing of the Application to Employ, or be deemed as consent of Sheraton LLC to retention of FPCA as Hotel manager. Subject to Sheraton LLC's concerns regarding the scope of any order, Sheraton LLC does not object to entry of an order permitting FPCA to continue operating the Hotel on an interim basis, or to receive compensation for its service, pending completion by Sheraton LLC of the appropriate diligence, with the cooperation of the Debtor, to assess whether Sheraton LLC should approve FPCA as a Hotel manager. Sheraton LLC is represented by: Alan J. Watson, Esq. HOLLAND & KNIGHT LLP 400 South Hope Street, 8th Floor Los Angeles, CA 90071-2040 Tel:(213) 896-2400 Fax:(213) 896-2450 E-mail: awatson@hklaw.com About 8110 Aero Drive 8110 Aero Drive Holdings, LLC, based in San Diego, California, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 16-03135) on May 25, 2016. The Hon. Margaret M. Mann presides over the case. William M. Rathbone, Esq., at Gordon & Rees LLP, as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Luz Burni, authorized representative. ACTIVE NETWORK: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------ Moody's Investors Service assigned to Active Network, LLC (Active Network, LLC, together with Lanyon Solutions, Inc. and Athlaction Holdings, Inc., "Active Network") a Corporate Family rating at B2 and a Probability of Default rating at B2-PD. The senior secured first lien rating was affirmed at B1. The senior secured second lien rating was upgraded to Caa1 from Caa2. The ratings outlook is stable. Active Network plans to sell Lanyon Solutions, Inc. to Cvent, Inc., which is being acquired by Active Network's controlling shareholders, affiliates of Vista Equity Partners. In March 2016, Active Network sold its Faith software business. Active Network will use some of the cash raised from these business line sales to reduce debt by $188 million and pay transaction-related fees and expenses, while retaining the rest on its balance sheet. The senior secured first lien term loan due 2020 will be reduced to $300 million from about $396 million and the senior secured second lien term loan due 2021 will be paid down to $100 million from about $193 million. Active Network, LLC and Lanyon Solutions, Inc. are co-borrowers under the agreements governing the rated debt. Once the sale of Lanyon Solutions, Inc. is closed, it will no longer be a co-borrower. In effect, the assignment of the B2 CFR and B2-PD PDR at Active Network, LLC is an upgrade and move of the existing B3 CFR and B3-PD PDR from Lanyon Solutions, Inc. Likewise, the stable rating outlook at Active is tantamount to a revision of Lanyon Solutions, Inc.'s negative ratings outlook to stable. Moody's expects to withdraw Lanyon Solutions, Inc.'s B3 CFR and B3-PD PDR once the sale closes. Issuer: Active Network, LLC Assignments: Probability of Default Rating, Assigned B2-PD Corporate Family Rating, Assigned B2 Affirmations: Senior Secured 1st lien, Affirmed B1, to (LGD3) from (LGD2) Upgrades: Senior Secured 2nd lien, Upgraded to Caa1 (LGD5) from Caa2 (LGD5) Outlook: Outlook, Stable RATINGS RATIONALE The B2 CFR reflects the improvement in financial leverage and interest coverage from the $188 million or about 32% reduction in debt from the application of cash from asset sale proceeds. The ratings are also supported by Moody's expectation of steady 3% annual revenue growth and solid low 20% EBITA margins. The event and activity registration services business is competitive, but the disruption to event organizers from changes in event registration service providers drives high customer retention and gives Active Network some pricing power. Revenues have grown at a rate somewhat below Moody's expectations at the time of the October 2013 go-private transaction, driven by decisions to exit certain low profit business lines and equipment reselling arrangements. The disappointing performance since 2013 and a lack of operating history and financial statements reflecting its current mix of businesses weigh on the ratings. That said, Moody's expects expense management initiatives and executive management changes have largely been completed, so operating performance has likely stabilized. Moody's expects Active Network will remain acquisitive and may incur additional debt to fund its M&A strategy. Moody's considers Active Network's liquidity profile good, as the company is expected to generate at least $35 million of free cash flow in the next 12 months, has over $80 million of cash and an unused and fully available $45 million revolving credit facility. The stable ratings outlook reflects Moody's expectations for debt to EBITDA to remain below 5.5 times, EBITA to interest to be sustained at above 2.5 times and free cash flow to debt to be at least 8%. Given Moody's expectation for the company to remain acquisitive, higher ratings are not likely in the near term. However, if Active Network establishes a track record of sustained revenue growth and balanced financial policies, the ratings could be upgraded if Moody's expects debt to EBITDA to be sustained below 4.5 times and very good liquidity. The ratings could be downgraded if Moody's expects debt to EBITDA to remain above 6 times, EBITA to interest of less than 2 times or diminished liquidity. The principal methodology used in these ratings was Software Industry published in December 2015. Active Network provides software which enables on-line registration for events and activities and event-related services to event organizers. Moody's expects 2016 revenues of about $350 million, excluding revenues from business lines divested or acquired in 2016. ADAMIS PHARMACEUTICALS: Files U.S. Compounding Financial Stmts. --------------------------------------------------------------- Adamis Pharmaceuticals Corporation filed on April 12, 2016, a Current Report on Form 8-K disclosing the completion of its acquisition of U.S. Compounding, Inc., an Arkansas corporation, pursuant to the terms of the Agreement and Plan of Merger dated as of March 28, 2016, and entered into by and among the Company, USC and Ursula MergerSub Corp., an Arkansas corporation and a wholly owned subsidiary of the Company ("MergerSub"). Pursuant to the terms of the Merger Agreement, MergerSub merged with and into USC, with USC surviving as a wholly owned subsidiary of the Company. In accordance with and as permitted by Section 9.01(a)(4) of Form 8-K, Adamis filed an amendment to the Initial Form 8-K to provide the required financial statements and pro forma financial information that were not filed with the Initial Form 8-K, copies of which are available for free at: https://is.gd/j1hSuv https://is.gd/be2CB7 About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss of $13.6 million on $0 of revenue for the year ended Dec. 31, 2015, compared to a net loss of $9.31 million on $0 of revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Adamis had $12.7 million in total assets, $3.96 million in total liabilities and $8.69 million in total stockholders' equity. Mayer Hoffman McCann P.C., in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern, the auditors noted. AEROJET ROCKETDYNE: Moody's Affirms B1 CFR, Outlook Stable ---------------------------------------------------------- Moody's Investors Service has affirmed the B1 Corporate Family Rating of Aerojet Rocketdyne Holdings, Inc. and concurrently changed the rating outlook to stable from negative. RATINGS RATIONALE The rating outlook has been changed to stable from negative because AJRD has grown backlog consistently since 2013 and has progressed with ongoing efficiency initiatives that should improve its price competitiveness. Moody's expects more supportive credit metrics ahead and the company's willingness to apply land sale proceeds from its unrestricted real estate subsidiary (Easton) in 2015 was credit positive. Credit metrics that are presently weak should improve. Debt to trailing EBITDA (excluding AJRD's expense add backs, and Moody's standard adjustments such as for pension) in excess of 6x is high for the rating, but excluding special charges would be closer to 3x-4x. If not for a $50 million legal settlement in FY2015, free cash flow would have been close to $80 million (includes $47 million of Easton sale proceeds). The company's recently executed bank credit facility, that will help fund the pending second lien note redemption, should reduce annual interest expense by $20 million. Beyond the likelihood of steadier cash flow, the B1 CFR reflects AJRD's long-standing importance as a supplier of rocket and missile propulsion systems to the US Department of Defense and agencies. Launch and missile systems should remain a funding priority within the US defense budget as global instability is on the rise and the non-allied nations are heavily investing in space access and strike capabilities. NASA's program priorities also benefit AJRD. The vast range of existing platforms to which AJRD supplies propulsion technology helps revenue visibility and reduces the impact of individual program terminations. AJRD's well-sized AR-1 development contract with the US Air Force-- which could ultimately end US reliance on Russian-made rocket motors for military launch -- offers good upside potential. The Speculative Grade Liquidity rating of SGL-2, denoting a good liquidity profile, has been affirmed. While cash will decline following the pending second lien note redemption, revolver borrowing availability that is expected to be in excess of 10% of annual revenues sufficiently compensates. The anticipated free cash flow improvement has become more integral to the SGL-2. Upward rating momentum would depend on debt to EBITDA sustained below 5x on a Moody's adjusted basis with free cash flow to debt approaching 10% (i.e. approaching $120 million of free cash flow), and good liquidity. Downward rating pressure would likely follow debt to EBITDA above 6x, low free cash flow (less than $25 million annually), or if special charges continue at significant levels rather than decreasing as expected. Issuer: Aerojet Rocketdyne Holdings, Inc. Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Subordinate Conv./Exch. Bond/Debenture, Affirmed B3 (LGD6) Outlook, Changed To Stable From Negative Aerojet Rocketdyne Holdings, Inc. produces propulsion systems for defense and space applications, and armament systems for precision tactical and long range weapon systems. Revenues for the fiscal year ended Nov. 31, 2015, were $1.7 billion. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. ALLEN BROTHERS: Case Summary & 10 Unsecured Creditors ----------------------------------------------------- Debtor: Allen Brothers Timber Company, Inc. 723 N. US 220 Highway Rockingham, NC 28379 Case No.: 16-10656 Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Middle District of North Carolina (Greensboro) Judge: Hon. Lena M. James Debtor's Counsel: Charles M. Ivey, III, Esq. IVEY, MCCLELLAN, GATTON, & SIEGMUND, LLP Suite 500, 100 S. Elm St. Greensboro, NC 27401 Tel: 336-274-4658 Fax: 336-274-4540 Email: jlh@imgt-law.com - and - Justin William Kay, Esq. IVEY, MCCLELLAN, GATTON, & SIEGMUND, LLP P.O. Box 3324 Greensboro, NC 27402 Tel: 336-274-4658 Fax: 336-274-4540 E-mail: jwk@iveymcclellan.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Richard Clayton Allen, president. A copy of the Debtor's list of the its 20 largest unsecured creditors -- disclosing 10 entries -- is available for free at http://bankrupt.com/misc/ncmb16-10656.pdf ARCH COAL: Amended Plan Proposes 0.7% Recovery to Unsecureds ------------------------------------------------------------ Arch Coal, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, an amended joint plan of reorganization and accompanying disclosure statement. The Plan provides that holders of General Unsecured Claims will receive their pro rata share of the Debtors' unencumbered assets in the form of (i) cash, subject to reductions for certain fees and, potentially, adequate protection claims and (ii) shares of Prairie Holdings, Inc., which is the Debtor that owns a 49% interest in Knight Hawk Holdings, LLC, but only if it is judicially determined that Prairie Holdings' interests in Knight Hawk Holdings, LLC are unencumbered. Holders of Class 1D to 70D - General Unsecured Claims are projected to recover 0.7% of their allowed claims, which are estimated to total $4.493 billion to $4.931 billion. Holders of Class 1E - Prairie Holdings GUC Claims are projected to recover 0%-2% of their total allowed claims, which are estimated to total $5.237 billion. The Plan is premised on a global settlement and compromise of certain claims and causes of action that could be asserted by the Debtors against certain of the First Lien Lenders for actions taken in connection with the Debtors' prepetition exchange offers and certain of the Debtors' employees. The consideration for the global settlement is to be provided by the holders of First Lien Credit Facility Claims, who will waive the Prepetition Lender Adequate Protection Claim in respect of any diminution in the value of the Prepetition Collateral from the Petition Date through and including June 22, 2016, and, potentially, through the Effective Date, subject to certain exceptions. The Plan is supported by more than 80% of the Consenting Lenders. A full-text copy of the Amended Disclosure Statement is available at http://bankrupt.com/misc/moeb16-40120-969.pdf The Debtors are represented by: Marshall S. Huebner, Esq. Brian M. Resnick, Esq. Michelle M. McGreal, Esq. Kevin J. Coco, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: (212) 450-4000 Fax: (212) 607-7983 The Debtors' local counsel are: Lloyd A. Palans, Esq. Brian C. Walsh, Esq. Cullen K. Kuhn, Esq. Laura Uberti Hughes, Esq. BRYAN CAVE LLP One Metropolitan Square 211 N. Broadway, Suite 3600 St. Louis, MO 63102 Telephone: (314) 259-2000 Facsimile: (314) 259-2020 About Arch Coal Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal in the United States, with operations and coal reserves in each of the major coal-producing regions of the Country. As of January 2016, it was the second-largest holder of coal reserves in the United States, owning or controlling over five billion tons of proven and probable reserves. As of the Petition Date, Arch employed approximately 4,600 full and part-time employees. Arch Coal, Inc. and 71 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to 16-40191) on Jan. 11, 2016. The petition was signed by Robert G. Jones as senior vice president-law, general counsel and secretary. The Debtors disclosed total assets of $5.84 billion and total debt of $6.45 billion. Judge Charles E. Rendlen III has been assigned the case. The Debtors have engaged Davis Polk & Wardwell LLP as counsel, Bryan Cave LLP as local counsel, FTI Consulting, Inc. as restructuring advisor, PJT Partners as investment banker, and Prime Clerk LLC as notice, claims and solicitation agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has retained Kramer Levin Naftalis & Frankel LLP as counsel; Spencer Fane LLP as local counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Blackacre LLC as coal consultant. ARCH COAL: Court Authorizes Membership Interest Sale to LHR ----------------------------------------------------------- Judge Charles E. Rendlen, III, of the U.S. Bankruptcy Court of the Eastern District of Missouri, Eastern Division, approved Arch Coal, Inc., et. al.'s sale and transfer of membership interest and related liabilities free and clear of encumbrances. "The Millennium MIPA and the transactions contemplated thereby are approved, and Arch Coal West is authorized and empowered to enter into the Millennium MIPA... Arch Coal, Inc. is authorized and empowered to enter into the Option Agreement... Arch Coal West is hereby authorized, empowered and directed... to sell the Membership Interests to LHR pursuant to and in accordance with the terms and conditions of the Millennium MIPA, and, pursuant to section 363 of the Bankruptcy Code, title to the Membership Interests will pass to LHR at closing, free and clear of any and all Encumbrances. All such Encumbrances upon the Membership Interests will be unconditionally released, discharged and terminated, with all such Encumbrances to attach only to the proceeds of the Millennium Sale with the same priority, validity, force and effect as they existed with respect to the Membership Interests prior to the Closing Date of the Millennium Sale," Judge Rendlen held. About Arch Coal Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal in the United States, with operations and coal reserves in each of the major coal-producing regions of the Country. As of January 2016, it was the second-largest holder of coal reserves in the United States, owning or controlling over five billion tons of proven and probable reserves. As of the Petition Date, Arch employed approximately 4,600 full and part-time employees. Arch Coal, Inc. and 71 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to 16-40191) on Jan. 11, 2016. The petition was signed by Robert G. Jones as senior vice president-law, general counsel and secretary. The Debtors disclosed total assets of $5.84 billion and total debt of $6.45 billion. Judge Charles E. Rendlen III has been assigned the case. The Debtors have engaged Davis Polk & Wardwell LLP as counsel, Bryan Cave LLP as local counsel, FTI Consulting, Inc. as restructuring advisor, PJT Partners as investment banker, and Prime Clerk LLC as notice, claims and solicitation agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has retained Kramer Levin Naftalis & Frankel LLP as counsel; Spencer Fane LLP as local counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Blackacre LLC as coal consultant. ASG CONSOLIDATED: S&P Affirms 'B-' Corporate Credit Rating ---------------------------------------------------------- S&P Global Ratings affirmed the 'B-' corporate credit rating on Seattle-based ASG Consolidated LLC and its subsidiary, American Seafoods Group LLC. At the same time, S&P affirmed the 'B+' rating on the company's $540 million first-lien term loan and $60 million revolving credit facility due 2021, with a recovery rating of '1', indicating S&P's view that lenders can expect very high (90% to 100%) recovery of principal in the event of payment default. S&P also affirmed the 'CCC+' rating on the company's $200 million second-lien senior secured term loan maturing 2022, with a recovery rating of '5', indicating S&P's view that lenders can expect modest (low end of the 10% to 30% range) recovery of principal in the event of a payment default. The affirmation reflects the company's leverage of above 7x and participation in the competitive, commodity-oriented commercial fishing industry. The company's leverage increased from about 6.5x a year ago, primarily because of two events: overall seafood sales declined 22% year-over-year in the first quarter of 2016, largely due to lower hake production in the unseasonably warm fall of 2015; and the insolvency of secondary processor Pickenpack had a negative impact on the timing of block sales. "We expect volumes to normalize in 2016 as hake production increases this fall and the remaining block inventory is sold," said S&P Global Ratings analyst Jessica Paige. The stable outlook reflects S&P's expectation that ASG will generate positive free cash flows that permits it to slowly repay debt while maintaining sufficient covenant cushion. S&P expects the company to benefit from modest volume growth and favorable pricing, which should lead to modest EBITDA growth and debt to EBITDA in the 7.0x-7.5x range. ASPEN GROUP: Issues 2.5M Shares, $400K Cash to Hillair Capital -------------------------------------------------------------- Aspen Group, Inc., issued 2,500,000 shares of common stock and agreed to pay $400,000 to Hillair Capital Investments L.P. in exchange for the surrender of 13,451,613 warrants exercisable at $0.155 per share. The shares were issued and sold in reliance upon the exemption from registration contained in Section 3(a)(9) of the Securities Act of 1933. About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. Aspen Group reported a net loss of $4.2 million on $5.2 million of revenues for the year ended April 30, 2015, compared to a net loss of $5.3 million on $3.9 million of revenues for the year ended April 30, 2014. As of Jan. 31, 2016, Aspen had $5.12 million in total assets, $4.39 million in total liabilities and $733,628 in total stockholders' equity. ASTROTURF LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: AstroTurf, LLC fdba General Sports Venue, LLC 2860 Abutment Road Dalton, GA 30720 Case No.: 16-41504 Type of Business: The Debtor is currently engaged in the marketing, sale, and installation of high- quality indoor and outdoor synthetic grass athletic surfaces, including field, track, indoor and outdoor tennis surfaces. Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Northern District of Georgia (Rome) Judge: Hon. Paul W. Bonapfel Debtor's Counsel: Paul K. Ferdinands, Esq. Mark. M. Maloney, Esq. Jeffrey R. Dutson, Esq. Karyn D. Heavenrich, Esq. KING & SPALDING LLP 1180 Peachtree Street Atlanta, Georgia 30309-3521 Tel: (404) 572-4600 Fax: (404) 572-5131 E-mail: pferdinands@kslaw.com mmaloney@kslaw.com jdutson@kslaw.com kheavenrich@kslaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Sean M. Harding, chief restructuring officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Brock International Trade Debt $587,062 2840 Wilderness Place Boulder, CO 80301 Fax: 866-850-9421 Texas Sports Builders, Inc. Trade Debt $299,542 417 North Rudd Street Burleson, TX 76028 Email: ctruman@txbsports.com Liberty Tire Recycling Trade Debt $228,373 PO Box 645375 Pittsburgh, PA 15264-5375 Fax: 412-697-2410 Sports Contracting Group LLC Trade Debt $114,131 10303 Brecksville Road Brecksville, OH 44141 Email: ngammalo@scgfields.com MAPEI Trade Debt $96,322 Dept #4820 PO Box 87618 Chicago, IL 60680-0618 Email: usa.invoicing@mapei.com Swank Sports LLC Trade Debt $82,625 168 Pavilion Drive Cedar Creek, TX 78612-3827 Email: kevin@swanksports.com; diana@swanksports.com Genan, Inc. Trade Debt $76,217 PO Box 24187 Houston, TX 77229 Email: cp@genan.us Armacell, LLC Trade Debt $69,642 PO Box 751868 Charlotte, NC 28275-1868 Email: customer.service.us@armacell.com Playing Surface Solutions, Inc. Trade Debt $68,444 15921 S. Mosiertown Road Meadville, PA 16335 Email: tyler@pssfields.com Target Technologies Inc. Trade Debt $63,028 203B Brighton Avenue Burnaby, BC V5A 3H4 Canada Fax: 604-420-3616 C & S Cpt. Logistics, Inc. Trade Debt $59,983 220 Cross Plains Blvd. Dalton, GA 30721 Email: candslisaburger@gmail.com Asphalt, Fabric & Trade Debt $27,361 Engineering, Inc 2683 Lime Avenue Signal Hill, CA 90755 Email: jmcginnis@asphaltfabeng.com Sport Install West, Inc. Trade Debt $24,050 17823 162Nd Avenue Se Renton, WA 98058 Email: info@sportinstallwest.com SEFL Trade Debt $17,652 PO Box 100104 Columbia, SC 29202-3104 Email: batch@sefl.com DRC Enterprises Trade Debt $15,539 1691 Parkway Street Muskegon, MI 49442 Email: drc_enterprises@comcast.net Sportsfield Specialties, Inc. Trade Debt $14,927 41155 State Hwy 10 PO Box 231 Delhi, NY 13753 Sports Construction Trade Debt $14,190 Management 4509 South Hwy 150 Lexington, NC 27295 Email: drew.snider@scminc.net Rhode Island Hospital Trade Debt $14,056 Research Finance One Hoppin Street Suite 1.300 Box 42 Providence, RI 02903 Tel: 401-444-5112 Kintex Industries Trade Debt $11,279 102 Brownfield Dr Summerville, SC 29483-3782 Fax: 843-832-5953 TPK, Inc. Trade Debt $8,650 4091 Circle Drive Allison Park, PA 15101 Email: tim@tpkinc.com AUTOMART INC: Hires Lindemann Law Firm as Bankruptcy Counsel ------------------------------------------------------------ The Automart, Inc., seeks permission from the Hon. Martin R. Barash of the U.S. Bankruptcy Court for the Central District of California to employ Blake J. Lindemann, Esq., and Lindemann Law Firm, APC, as bankruptcy counsel, effective as of June 5, 2016. The Debtor finds it necessary to retain counsel to render legal services relating to both their restructuring alternatives generally and the day-to-day administration of the Chapter 11 cases and the numerous issues which may arise from the operation of the Debtor's business, including: (a) advising the Debtor with respect to its powers and duties as Debtor-in-possession in the continued operation of their business; (b) preparing, on behalf of the Debtor all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the bankruptcy estate in the main case; (c) representing Debtor at all critical hearings on matters pertaining to its affairs as a debtor-in-possession; (d) presenting and implementing a plan of reorganization and related documents; (e) negotiating appropriate transactions and preparing any necessary documentation and closing any such transactions; (f) performing all other legal services that are desirable and necessary for the efficient and economic administration of this Chapter 11 case. The Firm will be paid at these hourly rates: Blake J. Lindemann, Esq. $375 Paralegal $150 The Firm has received $12,500 for this engagement, plus the chapter 11 filing fee of $1,717. About $3,900 was rendered for pre-petition services, and $1,717 was paid as a filing fee to commence the Chapter 11 case, leaving a retainer in trust as of the Petition Date, of $8,600. The balance of the retainer of $8,600 will be maintained in the Firm's client trust account subject to approval by this Court with a properly served fee application or by disbursement according to the U.S. Trustee's Guide to applications for employment of professionals and treatment of retainers for the Central District of California. Scott Spiegel, Esq., managing member of the Firm, assures the Court that the Firm represents no creditor or other party in this Chapter 11 case, and the the Firm does not represent any affiliates or other related entities, principal members or officers of the Debtor. The Firm can be reached at: Blake J. Lindemann, Esq. Lindemann Law Firm, APC 433 N. Camden Drive, 4th Floor Beverly Hills, CA 90210 Tel: (310) 279-5269 Fax: (310) 300-0267 E-mail: Blake@lawbl.com The Automart, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-11670) on June 5, 2016. Blake J. Lindemann, Esq., at Lindemann Law Firm serves as the Debtor's bankruptcy counsel. AUTOMART INC: Taps Shenson Law as Special Litigation Counsel ------------------------------------------------------------ The Automart, Inc., asks for permission from the Hon. Martin R. Barash of the U.S. Bankruptcy Court for the Central District of California to employ Shenson Law Group PC effective as of June 5, 2016, as special litigation counsel to the Debtor with respect to its on-going disputes with West Marine Products, Inc., including representation in the West Marine action, and to represent the Debtor on matters in the chapter 11 case relating to West Marine, West Marine's claims against the Debtor and the Debtor's claims against West Marine including, for the avoidance of any doubt, any effort by the Debtor to seek disallowance or an estimation of West Marine's claims in the bankruptcy case. Prior to the Petition Date, the Firm represented the Debtor at its current standard rates of $695 per hour for Jonathan Shenson, Esq., and $395 per hour for Lauren Gans, Esq. Post-petition, however, the Firm has agreed to charge a uniform rate of $425 per hour for any attorney's time. The Debtor expects to benefit greatly from this new rate structure as the Debtor and the Firm anticipate that Mr. Shenson's time will comprise no less than 1/3 of all of the the Firm's attorney time for this engagement, which would otherwise result in a blended rate of $495 per hour. The Firm will represent the Debtor in the action commenced by WMP against the Debtor and Martin Spiegel in the Superior Court of the State of California, County of Los Angeles—Central District, and represent the Debtor on matters in its Chapter 11 bankruptcy case relating to West Marine, West Marine's claims against the Debtor and the Debtor's claims against West Marine including, for the avoidance of any doubt, any effort by the Debtor to seek disallowance or an estimation of West Marine's claims in the bankruptcy case. Jonathan S. Shenson, Esq., founding principal of the Firm, assures the Court that the Firm does not hold or represent an interest adverse to the estate with respect to the matter on which the Firm and its attorneys are to be employed and, the Firm and its attorneys do not have any connections with the Debtor, its creditors, or any other party in interest in this case or with their respective attorneys, or with any Judge of the U.S. Bankruptcy Court for the Central District of California, the U.S. Trustee, or any person employed in the Office of the U.S. Trustee. The Firm can be reached at: Jonathan S. Shenson, Esq. Lauren N. Gans, Esq. SHENSON LAW GROUP PC 1901 Avenue of the Stars, Suite 200 Los Angeles, CA 90067 Tel: (310) 400-5858 E-mail: jshenson@shensonlawgroup.com lgans@shensonlawgroup.com The Automart, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-11670) on June 5, 2016. Blake J. Lindemann, Esq., at Lindemann Law Firm serves as the Debtor's bankruptcy counsel. BELLISIO FOODS: S&P Affirms 'B' CCR & Revises Outlook to Stable --------------------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on Minneapolis, Minn.-based Bellisio Foods Inc. and revised the outlook to stable from negative. At the same time, S&P raised the issue-level ratings on the company's senior secured credit facilities (which consist of $295 million of U.S. denominated term loans and $20 million of Canadian denominated term loans due 2019 and a $30 million revolving credit facility due 2018) to 'B+' from 'B'. S&P also revised the recovery rating to '2' from '3'. The '2' recovery rating indicates S&P's expectation of substantial (70% to 90%, in the lower half of the range) in the event of a payment default. As of April 24, 2016 the company had $359 million of adjusted debt (inclusive of preferred equity that we treat as debt). "The outlook revision reflects our expectation for improved profitability resulting in covenant cushion of more than 15% at the end of 2016," said credit analyst Amanda Cusumano. "We believe our previous concerns of lower profitability from higher startup costs, rising input costs, and manufacturing inefficiencies are largely behind the company. In the first quarter of 2016, the company reported EBITDA margin expansion largely driven by operating leverage at its Jackson, Ohio and Vernon, California facilities. EBITDA expansion led to covenant cushion of about 14% for the quarter on the net total leverage covenant of 4.5x. We estimate continued operating leverage and new premium priced product launches in the second half of the year will lead to covenant cushion above 15% by the end of 2016, despite the covenant stepping down a quarter of a turn to 4.25x. Covenant cushion on the company's net total leverage covenant had been below 10% through 2015." The stable outlook reflects S&P's expectation for profitability improvements of 300 bps that will lead to covenant cushion over 15% by the end of 2016. S&P estimates this level of profitability will also release previous restrictions on the revolving credit facility, thereby increasing the committed amount available to borrow to $26.2 million and the company's overall liquidity. S&P could lower the ratings if demand for the company's products slow or if the company is not successful with its new product launches or experiences manufacturing inefficiencies that result in lower profitability resulting in covenant cushion below 10%. More specifically EBITDA margins would have to contract by 200 basis points from S&P's 2016 base case estimates, resulting in constrained liquidity. S&P could also lower the ratings if the company makes a large, debt-financed dividend or acquisition, resulting in leverage sustained well over 7x. Although unlikely in the next 12 months, given the company's financial sponsor ownership and recent operating weakness, S&P could raise the ratings if the company is successful at growing its revenue base, diversifying its operations outside of the Jackson, Ohio facility with minimal increase in transition costs, while maintaining covenant cushion of at least 15%. Additionally, if the company and its financial sponsor owners maintain less aggressive financial policies whereby S&P expects leverage to be maintained under 5x it could raise the rating. BETHANY COLLEGE: S&P Lowers Rating on 2011 Revenue Bonds to B+ -------------------------------------------------------------- S&P Global Ratings has lowered its long-term rating three notches to 'B+' from 'BB+' on the County Commission of Brooke County, W.Va.'s series 2011A and B revenue bonds, issued for Bethany College. The outlook is stable. "We lowered the rating to 'B+' in part due to our view of the college's declining credit characteristics," said S&P Global Ratings analyst Gauri Gupta. The downgrade further reflects S&P's view of the college's continued exceptionally large operating deficits for the last six years that S&P believes will continue but narrow over time. Although management is making changes to control the deficits, S&P expects the trend to continue for at least another three or four years and possibly beyond. The persistent negative operating margins have also weakened the balance sheet significantly over time and are indicative of a lower rating. Additionally, S&P believes enrollment declines may continue in the short term before the trend reverses itself. Another factor in the downgrade involves S&P's "Not-for-Profit Public and Private Colleges and Universities" methodology. "We have assessed Bethany's enterprise profile as vulnerable, characterized by its decline in enrollment, coupled with its declining matriculation rate and lower student retention and graduation rates," added Ms. Gupta. S&P assessed Bethany's financial profile as vulnerable, characterized by the college's significant decline in net tuition revenue in fiscal 2015 and multiple years of operating deficits on both a full-accrual and cash basis--with similar results expected in the future. S&P believes this has weakened financial resource ratios to levels more consistent with a lower rating. Bethany College is a private, nonprofit corporation organized in West Virginia, affiliated with the Christian Church (Disciples of Christ). "The stable outlook reflects our expectation that deficits will gradually narrow over the next couple of years, the college will maintain enrollment at current levels and financial resource measures will not deteriorate further," said Ms. Gupta. S&P also expects that management's plan to implement strategies to improve operations will materialize and be reflected in fiscal 2017 audits. S&P could consider further negative rating action if the new leadership's initiatives to generate revenue do not materialize such that there is no improvement in operations, if the college experiences further enrollment declines and softening demand, or balance-sheet resources weaken to levels no longer commensurate with current rating. Conversely, S&P do not expect a positive rating action within the outlook period given the college's financial profile and the ongoing pressures it faces concerning student demand and enrollment, which S&P believes limits its ability to significantly improve its financial measures during the short-to-medium term. BIRCH GROVE: Plan Filing Period Extended to Jan. 16 --------------------------------------------------- The Hon. Carl L. Bucki of the U.S. Bankruptcy Court for the Eastern District of New York has extended, at the behest of Birch Grove Landscaping & Nursery, Inc., the deadline within which the Debtor must file its small business plan and disclosure statement through Jan. 16, 2017. Headquartered in East Aurora, New York, Birch Grove Landscaping & Nursery, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 15-11984) on Sept. 18, 2015, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Jason L. Burford, chief operating officer. Judge Carl L. Bucki presides over the case. Daniel F. Brown, Esq., at Anreozzi, Bluestein, Weber, Brown, LLP, serves as the Debtor's bankruptcy counsel. BREITBURN ENERGY: Committee Taps Milbank as Legal Counsel --------------------------------------------------------- The official committee of unsecured creditors of Breitburn Energy Partners LP seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Milbank, Tweed, Hadley & McCloy LLP as its legal counsel. The committee tapped the firm to provide these services: (a) participate in in-person and telephonic meetings and advise the committee about its rights, powers and duties in the Chapter 11 cases of Breitburn and its affiliates; (b) assist the committee in its consultations, meetings and negotiations with the Debtors and other parties regarding the administration of the cases; (c) assist the committee in analyzing the claims against and interests in the Debtors; (d) assist the committee in reviewing the Debtors' schedules of assets and liabilities and other financial reports, and in investigating the Debtors' acts, assets, liabilities, financial condition and the ongoing operation of their businesses; (e) assist the committee in its analysis of, and negotiations with, the Debtors or any third party related to financings, asset disposition, compromises of controversies, assumption or rejection of executory contracts and unexpired leases; (f) assist the committee in its analysis of, and negotiations with, the Debtors or any third party related to the formulation and implementation of a Chapter 11 plan; (g) assist and advise the committee with respect to its communications with the general creditor body; (h) respond to inquiries from individual creditors as to the status of, and developments in, the cases; (i) represent the committee at all hearings and other proceedings before the court; (j) review and analyze all complaints, motions, applications, orders and other pleadings filed with the court; (k) assist the committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings. The standard hourly rates charged by Milbank range from $995 to $1,350 for partners, $985 to $1,195 for of counsel, $390 to $915 for associates and senior attorneys, and $195 to $340 for legal assistants. Aside from professional fees, the firm will also receive reimbursement for work-related expenses. Gregory Bray, a partner in the Financial Restructuring Group of Milbank, disclosed in a court filing that the firm does not represent any interests adverse to the Debtor. In response to the request for information set forth in Paragraph D.1. of the U.S. Trustee Guidelines, Milbank disclosed that it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for its employment with the committee. The firm also disclosed that it did not represent the committee prior to the Debtor's bankruptcy filing, and that it is developing a prospective budget and staffing plan for the committee's review and approval. Milbank can be reached through: Paul S. Aronzon Haig M. Maghakian Milbank, Tweed, Hadley & McCloy LLP 601 S. Figueroa St., 30th Floor Los Angeles, CA 90017 Telephone: (213) 892-4000 -- and -- Andrew M. Leblanc Alexander B. Lees Milbank, Tweed, Hadley & McCloy LLP 1850 K Street, NW, Suite 1100 Washington, DC 20006 Telephone: (202) 835-7500 About Breitburn Energy Breitburn Energy Partners LP and 21 of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York on May 15, 2016, listing assets of $4.71 billion and liabilities of $3.41 billion. Breitburn Energy et al., are an independent oil and gas partnership engaged in the acquisition, exploitation and development of oil and natural gas properties, Midstream Assets, and a combination of ethane, propane, butane and natural gasolines that when removed from natural gas become liquid under various levels of higher pressure and lower temperature, in the United States. The Debtors conduct their operations through Breitburn Parent's wholly-owned subsidiary, Breitburn Operating LP, and BOLP's general partner, Breitburn Operating GP LLC. As of the Petition Date, the Debtors operate, or have working interests in approximately 11,900 gross operating oil and gas wells, and 7,921 net oil and gas wells. The Debtors own interests in approximately 705,597 net acres and had estimated proved reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil equivalent of which approximately 54% was oil, 8% was NGLs, and 38% was natural gas. The Debtors maintain operational control over approximately 91% of their proved reserves. The Debtors' production in 2015 was 20.8 million barrels of oil equivalent, of which approximately 56% was oil, 9% was NGLs and 35% was natural gas. The Debtors have engaged Weil Gotshal & Manges LLP as counsel, Alvarez & Marsal North America, LLC as financial advisor, Lazard Freres & Co. LLC as investment banker, and Prime Clerk LLC as claims and noticing agent. The cases are pending before the Honorable Stuart M. Bernstein and are jointly administered under Case No. 16-11390. BRIDGEWERKS CONSTRUCTION: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------------ The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Bridgewerks Construction, LLC. Bridgewerks Construction, LLC, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 16-21757) on May 9, 2016. BROOKLYN RENAISSANCE: Plan Revised to Add Creditor Settlements -------------------------------------------------------------- Brooklyn Renaissance, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of New York a first amended Chapter 11 plan of reorganization and accompanying disclosure statement to, among other things, incorporate settlement agreements with its secured creditors. The Plan will be funded with the proceeds from the sale of the Debtor's Properties. The Debtor has entered into a Purchase and Sale Agreement for the sale of (i) 84 Clinton and (ii) 300 Van Brunt, subject to Bankruptcy Court approval. The Debtor intends to solicit offers and sell other of its Properties that are necessary to effectuate the payment due under the Plan, including a sale of 555 and 557 Union, and (i) 320 Court, (ii) 194 S. 2nd, (iii) 63 Fourth and/or, (iv) 65 Fourth. Under the Plan, the Debtor will have six months from the Effective Date to consummate the sale of these Properties, subject to extension granted to the Debtor by any creditors that remain to be paid under this Plan. The Maspeth Settlement Agreement provides for (i) 100% repayment on the principal, escrow arrears and late charges accrued, and (ii) 65% of the interest arrears, on each loan. The Class 1 Allowed Secured Claim of Maspeth will be paid from the sale proceeds of (i) 557 Union, (ii) 84 Clinton, (iii) 194 S. 2nd, and (iv) 320 Court, which repayment will be completed no later than December 30, 2016, in full and final satisfaction of any and all claims held by Maspeth against the Debtor. As of March 1, 2016, the Debtor estimates the Class 1 Allowed Secured Claim of Maspeth at $8,222,612.26. The Allowed Secured Claim of FIA will be paid pursuant to the FIA Settlement Agreement, which provides for, inter alia, a sale of 555 Union. In the event the sale proceeds from 555 Union are in excess of $1.9 million, FIA is entitled to $1.33 million, plus 30% of any amount in excess of $1.9 million, and 50% of the difference between $70,000 and the cost to the Debtor's estate to settle the amount of ECBs, with the remaining proceeds remitted to, and belonging to, the Debtor plus 70% of any amount in excess of $1,900,000. In the event the transaction for the sale of 555 Union fails to close, the Debtor will tender a quit-claim deed and in exchange FIA will pay $365,000 to the Debtor's estate. The Allowed Secured Claim of Hamilton will be paid pursuant to the HVB Settlement Agreement which provides for, inter alia, an allowed secured claim of Hamilton in the amount of $3,342,228.54 to be paid from the sale of 300 Van Brunt less (i) $100,000 to Annabelle McGown, (ii) $100,000 to the Debtor's estate, (iii) a sum equivalent to transfer taxes estimated at $54,450 to the Debtor's estate, (iv) to the extent 300 Van Brunt sells for more than $1.8 million at auction, then 30% of the price increase will be paid to the Debtor's estate and the remaining to Hamilton, up to the amount of its allowed claim. Hamilton waives any entitlement to a Class 9 deficiency claim. To the extent the Debtor fails to close on a sale of 300 Van Brunt, the Debtor will execute a deed in lieu of foreclosure in favor of Hamilton, and in consideration for same, Hamilton shall tender $100,000 to Annabelle McGown and $100,000 to the Debtor's estate. The Allowed Secured Claim of JPMMAC will be treated in accordance with the JPMMAC Settlement Agreement, which provides that the Debtor will either consent to a judgment of foreclosure or tender a quit claim deed to JPMMAC in consideration for $25,000 payable by JPMMAC to the Debtor's estate and waiver of all claims against the Debtor's estate. A redlined version of the First Amended Plan is available at http://bankrupt.com/misc/nyeb15-43122-161.pdf About Brooklyn Renaissance Brooklyn Renaissance, LLC, which manages various parcels of real property located in Kings, New York and Suffolk County, New York, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-43122) on July 6, 2015 in Brooklyn. James McGown, the managing member, signed the petition. The case is assigned to Judge Nancy Hershey Lord. The Debtor estimated $10 million to $50 million in assets and less than $10 million in debt. The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New York, as counsel. BUCKINGHAM SENIOR: Fitch Affirms 'BB' Ratings on Revenue Bonds -------------------------------------------------------------- Fitch Ratings has affirmed the 'BB' rating on the following bonds issued by Tarrant County Cultural Education Facilities Finance Corporation on behalf of Buckingham Senior Living Community, Inc. (The Buckingham): -- $50.88 million, series 2015A fixed rate bonds; -- $24.75 million, series 2015B-1 tax-exempt mandatory paydown securities; -- $33.75 million, series 2015B-2 tax-exempt mandatory paydown securities; -- $62.56 million, series 2007 fixed rate bonds; -- $18.58 million, series 2014 fixed rate bonds. The Rating Outlook is Stable. SECURITY The bonds are secured by a mortgage lien on the community's property, a gross revenue pledge, and series-specific debt service reserve funds. KEY RATING DRIVERS AGGRESSIVE EXPANSION UNDERWAY: The Buckingham is in the early stages of a large campus expansion and renovation project that includes a 56% increase in the number of units offered and enhanced common areas. Total direct project costs are sizeable and amount to $79.6 million, up very slightly ($244,000) from the original budget. CONSTRUCTION AND FILL-UP RISKS: The construction project is substantial and involves multiple components including new units, renovated and removed units, and new activity space for all residents. Managing the various project stages as well as filling-up the new units in a timely and cost-effective manner poses operating challenges. Through May 31, 2016, the project is mostly on budget, 31.5% complete and slightly behind schedule due to poor weather and building permit issues. VERY HIGH DEBT POSITION: The Buckingham's long-term debt increased dramatically with the series 2015 bond issue and amounts to $132 million as of Dec. 31, 2015. Additionally, the community has $58.5 million of temporary debt that is reliant upon repayment from initial entrance fees after the sale of new independent living units (ILUs). This level of debt does not compare favorably to unrestricted cash and investments, adjusted capitalization, net available or total revenues. STRONG UNDERLYING CREDIT FACTORS: The 'BB' rating reflects The Buckingham's historically strong demand indicators, with ILU occupancy averaging about 96% from 2013-2015 and assisted living unit (ALU) and skilled nursing facility (SNF) occupancies experiencing similar trends; good pre-sales with 73% of the 106 new ILU's securing 10% deposits; the depth and experience of the project participants, including the management and development companies; and the affluent demographics of the primary market area. Fitch believes that these underlying credit factors offset the construction and fill-up risks and the debt burden, which is sizeable at the current rating level. GOOD OPERATING PERFORMANCE: Over the last three audited years cash flow from operations has been very strong. During this period, the net operating margin-adjusted averaged nearly 31%, which compares well to Fitch's 'BBB' category median of 19.3%. Despite a high debt burden, actual annual debt service (AADS) coverage has been solid at 1.5x and 1.9x, respectively, in fiscal years 2014 and 2015. RATING SENSITIVITIES PROJECT MANAGEMENT: The 'BB' rating incorporates the appropriate management of the construction and fill-up risks and assumes that the expansion project will meet projections. Construction delays, cost overruns, higher than expected working capital requirements, and occupancy and fill-up levels that lag projections could result in negative rating action. MAINTENANCE OF OPERATING PROFILE: The 'BB' rating assumes that The Buckingham's current operating profile, characterized by high occupancy across all levels of care, strong adjusted net operating margins, and adequate coverage of actual debt service, remains stable. Should any of these weaken during the construction and fill-up periods or liquidity declines, there could be negative rating pressure. CREDIT PROFILE Located in the Memorial/Tanglewood section of Houston, TX, The Buckingham is a continuing care retirement community (CCRC) that opened in 2005 and achieved stabilized occupancy in September 2007. It currently offers 204 ILU's, 43 ALU's, 16 memory support units, and 60 SNF beds. Total operating revenues amounted to $22.7 million in fiscal 2015 (Dec.31 year-end). The Buckingham's parent company and sole corporate member is Senior Quality Lifestyles Corporation (SQLC). SQLC is also the parent company of Edgemere in Dallas (rated 'BBB'/Outlook Stable), Querencia at Barton Creek (rated 'BBB-'/Outlook Stable), two other CCRCs in Texas and one in Carmel, IN with a total of 1,857 units. Only The Buckingham is obligated on its indebtedness. SQLC and The Buckingham also continue to retain Greystone Management Services to manage the community's operations. Fitch notes that SQLC's Senior Living Center at Corpus Christi (Mirador) is currently under a forbearance agreement with bondholders and SQLC made the $2.83 million interest payment due on Mirador's bonds on May 15, 2016. The parties are currently negotiating a financial restructuring and SQLC does not anticipate any support for Mirador to be provided by The Buckingham. The Buckingham offers type-A life care resident agreements for its ILUs. Most of its contracts are 90% refundable. Entrance fee refunds are subject to The Buckingham receiving sufficient re-sale proceeds and after re-occupancy of the vacated ILU. LARGE SCALE EXPANSION PROJECT UNDERWAY The nearly $80 million construction project is a complex endeavor involving a significant expansion of services and amenities that is expected to take another 23 months. In addition to adding units in all levels of care, the project entails taking units out of service and renovating others. Program disruptions to the existing residents are expected to be minimized by the project's phasing, but cost and timing risks related to the new units could potentially arise. Fitch views the Buckingham's engagement of an experienced development consultant, GCD Texas LLC (an affiliate of Greystone), as a credit positive. Through April 30, 2016, the project is mostly on budget, 31.5% complete and slightly behind schedule due to poor weather and building permit issues. The project's expansion plans include 106 new ILUs, 27 new ALUs, 18 new memory support units and 32 new SNF rooms that will increase total units mix by nearly 57%. The Buckingham began taking reservation agreements for the new ILUs in February 2015, which included 10% entrance fee deposits. Indicative of the community's strong demand and boosted by incentives to encourage reservation agreements, pre-sale levels over the last nine months have been steady and amounted to 73% as of May 31, 2016. Most of the cancelled reservations have been due to residents moving into other available units in the community. Despite the good pre-sale levels, timely fill-up and occupancy of the new ILUs remains a risk and could stress working capital requirements if move-in rates are lower and slower than expected. Moreover, the additional ALU, memory support and SNF units are services that are subject to more market and healthcare industry pressures. EXTREMELY HIGH DEBT POSITION The Buckingham's total debt increased dramatically with the series 2015 bond issue and amounted to $187.6 million as of Dec. 31, 2015. Of this amount, $58.5 million represents temporary debt that is payable from initial entrance fees after the sale of the expansion ILUs. The $33.75 million series B-2 bonds are scheduled to be redeemed upon the expansion ILUs achieving 50% occupancy, and the $24.75 million series B-1 bonds are scheduled to be paid off when the expansion ILUs achieve 80% occupancy. With a total initial entrance fee pool of about $74.4 million (assuming 95% occupancy), proceeds are expected to be sufficient to redeem the paydown securities. Maximum annual debt service (MADS) based on permanent debt is extremely high at 40.8% of total revenues. However, this figure excludes any new resident service revenue from the expanded ILU, ALU, memory care and SNF projects. After the entire project stabilizes in 2020, MADS is projected to amount to a still-high 23% of total revenues. Unrestricted cash to permanent debt was also light at nearly 19% in 2015. This level was well below Fitch's 'BBB' category median of 60%. After the first full year of project stability in 2020, unrestricted cash to permanent debt is expected to strengthen to about 51%, which is more in line with Fitch's 'BBB' rating category median. GOOD HISTORICAL FINANCIAL PERFORMANCE AND POSITION Due to strong occupancies, steady rate increases and effective cost management, historical cash flow from operations was very good. From 2013-2015, the net operating margin and net operating margin-adjusted averaged a healthy 18% and 31%, respectively. These levels compare positively with Fitch's 'BBB' category medians of 8.9% and 19.3%. The operating ratio also exhibits good results as it has declined since 2011 and amounted to 97.7% in 2015. This level is just below Fitch's 'BBB' category median of 96.1%. Through the first four months of 2016, performance remains very good with a net operating margin of 21.6%, net operating margin-adjusted of 29.5%, and operating ratio of 93.2%. Despite the high historical debt burden, AADS is satisfactory and amounted to 1.5x in 2014 and 1.9x in 2015. Unrestricted cash and investments of about $23.2 million remains sufficient and represents 417 days of operating expenses. This level of days cash on hand (DCOH) is in line with Fitch's 400 DCOH 'BBB' category median. BURCON NUTRASCIENCE: Incurs C$6.56 Million Net Loss in Fiscal 2016 ------------------------------------------------------------------ Burcon Nutrascience Corporation reported a loss of C$6.56 million on C$106,390 of revenue for the year ended March 31, 2016, compared to a loss of C$6.57 million on C$105,387 of revenue for the year ended March 31, 2015. As of March 31, 2016, Burcon had C$4.85 million in total assets, C$740,845 in total liabilities and C$4.11 million in shareholders' equity. At March 31, 2016, cash balances totaled C$2.5 million compared to cash and short-term investments of C$3.7 million at March 31, 2015. In May 2016, Burcon issued a convertible note for $2.0 million, with net proceeds of $1.93 million. Management believes it has sufficient resources to fund its expected level of operations and working capital requirements until at least January 2017. This estimate does not take into account potential proceeds from outstanding convertible securities, royalty revenues from the sale of CLARISOY, or any other potential revenue from product sales or licensing. "The Company manages its capital structure to have sufficient resources available to meet day-to-day operating requirements, continue as a going concern and fund its research and development program. The Company is dependent on non-operating sources of cash, primarily from issuing equity, to fund its operations and research development programs. The Company monitors its capital and the expected cash flows required to achieve its business objectives to determine its future financing needs. It seeks additional capital when deemed appropriate, but there is no assurance that it will be able to secure the necessary capital when required." "The Company is not subject to externally imposed capital requirements and there has been no change with respect to the overall capital risk management strategy during the year ended March 31, 2016." Management Commentary "Over the course of the past year, Burcon witnessed significant advancements for the CLARISOY soy protein line, its lead product, by its license partner Archer Daniels Midland (ADM). In late 2014 ADM closed its largest acquisition in its corporate history, acquiring WILD Flavors GmbH for U.S. $3.1 billion, and merging those assets with ADM's existing specialty ingredients and foods and wellness division to create the new WILD Flavors & Specialty Ingredients "WFSI" business unit. CLARISOY is now being produced, marketed, and sold within this new business unit, a business unit ADM has publicly stated will be a driver of their future growth. Following on the acquisition of WILD Flavors GmbH and the creation of the WFSI business unit, ADM began the construction of the first full-scale production plant for CLARISOY, which Burcon expects will be operational by mid-2016. "During the past year Burcon realized similarly important developments with its second major technology, its Peazazz pea protein. Burcon has operated its Peazazz semi-works production facility, which utilizes commercial-scale equipment and is capable of producing the tonnage amounts of Peazazz required by food and beverage makers looking to conduct full-scale, real-world market evaluations of Peazazz in their consumer products, to continue the development of the Peazazz commercial opportunity. "Burcon advanced its discussions with multiple potential partners over the past year. These partners have conducted product testing, applications development, pricing analyses and real life consumer trials to test the market potential for Peazazz sales. Peazazz exhibits unique potential in key applications and is expected to garner significant sales opportunities. We remain confident of the ability to enter into a commercialization partnership for our Peazazz pea protein technology and to commercialize the opportunity in partnership with an established food ingredients industry player. "We see continued acceleration of the demand for protein ingredients globally and specifically for plant protein. Burcon believes it is extremely well-positioned, both through the royalty arrangement with ADM on CLARISOY and the discussions with potential partners for Peazazz to derive benefits from the global trend for protein and health and wellness in general." A full-text copy of the Form 6-K report is available at: https://is.gd/SNrZno About Burcon NutraScience Headquartered in Vancouver, Canada, Burcon NutraScience Corporation has developed a portfolio of composition, application, and process patents originating from its core protein extraction and purification technology. The Company's patented processes utilize inexpensive oilseed meals and other plant-based sources for the production of purified plant proteins that exhibit certain nutritional, functional and nutraceutical profiles. "As at December 31, 2015, the Company had minimal revenues from its technology, had an accumulated deficit of C$75,940,041, and had relied on equity financings, private placements, rights offerings and other equity transactions to provide the financing necessary to undertake its research and development activities. As at December 31, 2015, the Company had cash and cash equivalents of C$1,908,210 and short-term investments of C$1,384,000. These conditions indicate existence of a material uncertainty that casts substantial doubt about the ability of the Company to meet its obligations as they become due and, accordingly, its ability to continue as a going concern," the Company stated in its quarterly report for the period ended Dec. 31, 2015. CAPITOL LITHO: President Taps Joel Fredericks as Real Estate Agent ------------------------------------------------------------------ Ronnie H. Perryman, president of Capitol Litho Printing Corporation, seeks permission from the U.S. Bankruptcy Court for the District of Arizona to employ Joel Fredericks. Mr. Fredericks, a real estate agent who is licensed by the State of Arizona Department of Real Estate and whose broker is West USA Realty, will furnish to the individual Debtor during his Chapter 11 case necessary real estate professional services related to marketing, sale documentation, and consummation of sale of selected real estate by escrow transaction(s), to advise and consult with the Debtor as necessary to identify compliance responsibilities concerning sale of real property, disclosures required to be made by a seller of real estate who is not party to a listing agreement with a licensed real estate broker, coordinating to obtain for the seller of real property title insurance and escrow agent services that are reasonably necessary to consummate the transaction, monitoring real estate documents to ensure that all legal requirements are observed and are complied with by the seller and other agents for the seller, and that collateral matters, that may include zoning, use permit, boundaries or legal description verification, that the agent may observe or discover and that require attention in order not to delay closing of escrow, will be reported by the agent to the seller or to the attorney for the seller with reasonable promptness. The professional services that Mr. Fredericks is to render are: (a) giving the Debtor RHP professional advice with respect to best real estate sale and disposition practices; and (b) giving advice to the Debtor as needed concerning preparation of documentation for sale of real estate, to advise the Debtor RHP concerning the customary and necessary requirements for real estate insurance, escrow instructions and conveyance of real estate by deeds or similar documents concerning parcels of real estate located at 21039 N. Cave Creek Road, Units 2, 3 and 4, Phoenix, Arizona 85024. The Debtor RHP has agreed to pay Mr. Fredericks from funds which will be a part of the estate for services which are anticipated to be rendered in the Chapter 11 case after the date of filing the application for his employment in this case, at a rate of compensation which will be 6% of the selling price of the subject real estate. Mr. Fredericks holds no interest or claim adverse to the Debtor RHP concerning the matters for which he will be engaged by the Debtor as a Debtor-in-Possession, and employment of that professional person would be to the best interests of the individual estate. To the best of the Debtors' knowledge, Mr. Fredericks has, and had, no connection to the creditors, or to any other party in interest, or their respective attorneys, except that the Court previously authorized employment of the applicant Mr. Frederick by court order dated Oct. 25, 2015, to furnish services as a real estate professional that did not include marketing or conveyance of the subject real property parcels. Capitol Litho's counsel can be reached at: Thomas G. Luikens, Esq. AYERS & BROWN, P.C. 4227 N. 32nd Street, First Floor Phoenix, AZ 85018-4757 Tel: (602) 468-5700 Fax: (602) 468-9300 E-mail: Thomas.Luikens@azbar.org Headquartered in Phoenix, Arizona, Capitol Litho Printing Corporation -- aka Capitol Litho and CL Printing -- filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 14-13840) on Sept. 9, 2014, estimating its assets at up to $50,000 and its liabilities at between $1 million and $10 million. The petition was signed by Ron Perryman, president. Judge Eddward P. Ballinger, Jr., presides over the case. Thomas G. Luikens, Esq., at Ayers & Brown, P.C., serves as the Debtor's bankruptcy counsel. On Nov. 24, 2014, Ronnie H. Perryman filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 14-17480). CARL EQUIPMENT: Seeks to Hire Joyce W. Lindauer as Legal Counsel ---------------------------------------------------------------- Carl Equipment, Ltd. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC. The firm will provide legal services in connection with the Debtor's Chapter 11 case. The firm's professionals and their hourly rates are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Paralegals $75 - $105 Legal Assistants $75 - $105 In a court filing, Ms. Lindauer disclosed that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer Sarah Cox Jamie Kirk Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Carl Equipment Carl Equipment, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-32076) on May 26, 2016. The petition was signed by Marcus D. Carl, vice president. The case is assigned to Judge Stacey G. Jernigan. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. CASA MEDIA: Exclusive Plan Filing Deadline Moved to Sept. 27 ------------------------------------------------------------ The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida has extended, at the behest of Casa Media Partners, LLC, and Casa en Denver, Inc., the exclusive period for the Debtors to file a plan of reorganization by 120 days, through and including Sept. 27, 2016, and the period for the Debtors to seek acceptance of the plan by 60 days, through and including Nov. 28, 2016. As reported by the Troubled Company Reporter on May 31, 2016, the Debtors and Bank of Commerce have been involved in substantive settlement discussions stemming from an in-person settlement conference held between the parties on July 9, 2015, in New York, and numerous additional discussions following that meeting, culminating in a mediation between the parties that has led to a proposed resolution that the parties are in the process of jointly drafting for review and approval by the Court. About Casa Media Casa Media Partners, LLC, and Casa en Denver, Inc., commenced Chapter 11 bankruptcy cases (Bankr. S.D. Fla. Case Nos. 15-16741 and 15-16746) in Miami, Florida on April 15, 2015. The petition was signed by Juan Salvador Gonzalez, the chief financial officer. Judge Hon. Robert A Mark presides over the cases. The Debtors are represented by Kristopher Aungst, Esq., at Tripp Scott, P.A., as their counsel. According to the docket, the deadline to file claims for governmental units is on Oct. 13, 2015. CCH JOHN EAGAN: Exclusive Plan Filing Period Extended to July 15 ---------------------------------------------------------------- The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida has extended, at the behest of CCH John Eagan II Homes, L.P., the exclusivity period and the deadline to file a plan and disclosure statement to July 15, 2016, and the solicitation period to Sept. 13, 2016. As reported by the Troubled Company Reporter on June 20, 2016, the Debtor recently entered into a settlement wherein the Debtor would be required to file a plan and disclosure statement by July 15, 2016. The Court has already ordered that the Debtor would have 30 days following a ruling on the motion to file a plan and disclosure statement. About CCH John Eagan Headquartered in Palm Beach Gardens, Florida, CCH John Eagan II Homes, L.P., owns and operates a 180 unit multifamily apartment complex in Atlanta, Georgia commonly known as Magnolia Park Apartments Phase II. It filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 15-31082) on Dec. 1, 2015, and is Eric A. Rosen, Esq., at Fowler White Burnett, P.A. At the time of the filing, the Debtor estimated its assets at between $1 million and $10 million and liabilities at between $10 million and $50 million. Judge Erik P. Kimball presides over the case. The petition was signed by Yashpal Kakkar, managing member, CCH John Eagan II Partners, LLC, GP. CELERITAS CHEMICALS: Taps Anderson Tobin as Special Counsel ----------------------------------------------------------- Celeritas Chemicals, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Anderson Tobin, PLLC as its special counsel. The Debtor needs the firm to handle matters related to JPMorgan Chase Bank, N.A. Quilling Selander Lownds Winslett & Moser PC, the Debtor's proposed bankruptcy counsel, cannot represent the Debtor in matters related to the bank due to a potential conflict of interest. The firm's normal hourly rates range from $300 to $395 for partners, $240 to $275 for associates, and $130 to $150 for paralegals, law clerks and support staff. J. Seth Moore, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: J. Seth Moore Aaron Z. Tobin Anderson Tobin, PLLC One Galleria Tower 13355 Noel Road, Suite 1900 Dallas, Texas 75240 Telephone: (972) 789-1160 Facsimile: (972) 789-1606 smoore@andersontobin.com atobin@andersontobin.com About Celeritas Chemicals Celeritas Chemicals, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-42136) on June 2, 2016. The petition was signed by Percy Pinto, managing member. The case is assigned to Judge Mark X. Mullin. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. CELERITAS CHEMICALS: Taps Quilling Selander as Legal Ccounsel ------------------------------------------------------------- Celeritas Chemicals, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Quilling, Selander, Lownds, Winslett & Moser, P.C. as its legal counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) provide legal advice to the Debtor with regard to its powers, duties and responsibilities as a debtor-in- possession; (b) prepare legal papers; (c) prepare a disclosure statement and plan of reorganization; and (d) investigate and prosecute preference and fraudulent transfer actions arising under the avoidance powers of the Bankruptcy Code. The firm's professionals and their hourly rates are: Shareholders $285 - $325 Associates $185 - $275 Paralegals $75 - $125 Hudson Jobe and Timothy York, the firm's personnel who are anticipated to perform most of the services, will be paid $325 per hour and $285 per hour, respectively. In a court filing, Hudson Jobe disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Hudson M. Jobe Timothy A. York Quilling, Selander, Lownds, Winslett & Moser, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Phone: (214) 871-2100 Fax: (214) 871-2111 Email: hjobe@qslwm.com About Celeritas Chemicals Celeritas Chemicals, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-42136) on June 2, 2016. The petition was signed by Percy Pinto, managing member. The case is assigned to Judge Mark X. Mullin. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. CHAPARRAL ENERGY: Hires E&Y to Provide Tax, Valuation Services -------------------------------------------------------------- Chaparral Energy, Inc., et al., seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ Ernst & Young LLP as its tax and valuation services provider nunc pro tunc to the Petition Date. A hearing on the Debtors' request is set for July 13, 2016, at 2:00 p.m. (ET). Objections to the request must be filed by July 6, 2016, at 4:00 p.m. (ET). E&Y will, among other things: a. advise the Debtors' personnel in developing an understanding of the tax issues and options related to the Debtors' potential bankruptcy filing, taking into account the Debtors' specific facts and circumstances, for U.S. federal, state, and local income tax purposes; b. advise on the federal, state and local income tax consequences of proposed and final plans of reorganization, including, if necessary, assisting in the preparation of ruling requests regarding the tax consequences of alternative reorganization structures and tax opinions; c. understand and advise on the tax implication of potential reorganization and restructuring alternatives (Debtors are evaluating with existing bondholders and other creditors certain changes which may result in a change in the equity, capitalization and ownership of the shares of the Debtors and its assets); d. gather information, prepare calculations on the Debtors' Section 382 Calculations and apply the appropriate federal and state & local tax law to historic information regarding changes in the ownership of Debtors' stock to calculate whether any of the shifts in stock ownership may have caused an ownership change that will restrict the use of tax attributes (such as net operating loss, capital loss, credit carry forwards, and built in losses) and the amount of any limitation; e. provide training, education, and insight surrounding ASC 740 and Fresh Start accounting; f. analyze and assist the Debtors to determine the applicable U.S. federal, state, and local tax treatment (including tax return disclosure and presentation) of items including, but not limited to: -- debt modifications; -- cancellation of indebtedness income; -- availability and limitations upon the use of tax attributes like net operating losses, tax credits, and tax basis in assets and subsidiary stock, as applicable, as well as alternative scenarios; -- interest and financing costs related to debt subject to automatic stay, and new debt incurred as the Debtors emerge from bankruptcy; -- potential bad debt and worthless stock deductions; and -- attribute reduction alternatives. g. provide a step plan for Debtors review related to entity rationalization and simplification of intercompany accounts; h. update the draft tax basis balance sheets and draft computations of stock basis as of certain relevant dates for purposes of analyzing the tax consequences of alternative reorganization structures. Analyze federal and state & local tax treatment of the costs and fees incurred by the Debtors in connection with the bankruptcy proceedings, including tax return disclosure and presentation; i. advise the Debtors with tax advisory services regarding tax aspects of the bankruptcy process; j. analyze federal, state, and local (as applicable) tax consequences of restructuring and rationalization of inter-company accounts, and upon written request, E&Y will analyze impacts of transfer pricing and related cash management; k. upon written request, we will analyze federal, state, and local tax consequences of employee benefit plans; l. upon written request, assist with various tax issues arising in the ordinary course of business while in bankruptcy, including but not limited to IRS and state and local tax examinations, sales and use tax issues, state & local income/franchise tax issues, employment tax issues and unclaimed property issues; m. advise and assist, as requested and as permissible, on the validity and amount of bankruptcy tax claims or assessments, including, but not limited to the following types of taxes; income taxes, franchise taxes, sales taxes, use taxes, employment taxes, property taxes, severance taxes, excise taxes, unclaimed property, and other miscellaneous taxes or regulatory assessments and fees; n. upon written request, assist and advise on securing tax refunds, including, but not limited to the following types of taxes; income taxes, franchise taxes, sales taxes, use taxes, employment taxes, and property taxes; o. upon written request, assist the Debtors with various property tax matters, including assisting with the evaluation and estimation, for property tax purposes, of the fair market values of assets, review of property tax assessments and claims assigned by the taxing authorities, assisting with the evaluation of any assessments presented to the Debtors by the taxing authorities, and assisting with analysis and preparation for post-emergence property tax reporting pursuant to any fresh start accounting adjustments; p. as requested, review and comment on the tax creditor matrix (and other documents, as applicable) prepared by the Debtors and its advisors in connection with the restructuring; q. assist with any state or local jurisdictional audit arising from the bankruptcy filing; r. assist with statements and disclosures required for filing the Debtors' federal and state income tax returns for the year of emergence; and s. upon written request, provide documentation, as appropriate or necessary, of tax matters, of tax analysis, opinions, recommendations, conclusions and correspondence for any proposed restructuring alternative, bankruptcy tax issue, or other tax matter. The Debtors will be responsible for all accounting and management decisions. More information on the services the Firm will provide the Debtors is available for free at: http://bankrupt.com/misc/CHAPARRALENERGY_228_ernst.pdf The Firm will be paid at these hourly rates: Bankruptcy Tax SOW: Title Tax Services ----- [Including National Tax] ------------- Partner/Principal/Executive Director $595-$955 Senior Manager $560-$875 Manager $475-$785 Senior $295-$495 Staff $160-$280 Tax Compliance SOW and ROCA SOW: Title Rate Per Hour ----- ------------- Partner/Principal/Executive Director $595 Senior Manager $560 Manager $475 Senior $295 Staff $160 Valuation Services SOW: Title Rate Per Hour ----- ------------- Partner/Principal/Executive Director $700-$850 Senior Manager $600-$700 Manager $475-$575 Senior $350-$450 Staff $200-$250 During the 90 days immediately preceding the Petition Date, the Debtors paid to E&Y amounts totaling $179,555 ($50,000 of which constituted retainer payments). E&Y is currently holding a retainer totaling $15,429, which Retainer is to be applied by E&Y in payment of compensation and reimbursement of expenses incurred following the Petition Date, subject to prior Court approval. Mark A. Wood, a partner at E&Y, assures the Court that the firm does not hold nor represent any interest materially adverse to the Debtors in the matters for which the firm is proposed to be retained, and that the proposed employment of E&Y is not prohibited by or improper under Bankruptcy Rule 5002. E&Y's hourly rates are subject to periodic adjustment from time to time in accordance with E&Y's established billing practices and procedures. E&Y will provide notice of any changes to its hourly rates within 10 business days thereof to the U.S. Trustee and any statutory committee appointed in these Chapter 11 cases and file the notice with the Court. Additionally, pursuant to the engagement letters, E&Y is entitled to be compensated for any direct expenses incurred in connection with E&Y's retention in these cases and the performance of the services set forth in the Engagement Letters. E&Y's direct expenses will include, but not be limited to, reasonable and customary out-of-pocket expenses for items like travel, meals, accommodations, and other expenses (including any fees or reasonable expenses of E&Y's legal counsel) specifically related to this engagement. Additionally, the Debtors will also pay any potential value-added taxes (VAT), sales taxes, and other indirect taxes incurred in connection with the delivery of E&Y's services, including any taxes and related administrative costs that result from billing arrangements specifically requested by the Debtors. The Debtors believe that the Fee Structure is market-based and reasonable considering E&Y's considerable knowledge and experience. The Debtors further believe that it is a reasonable and market-based compensation structure under the standards set forth in Bankruptcy Code Section 327(a). In this regard, it appropriately reflects the nature of the services to be provided by E&Y and is, upon information and belief, comparable to the fee structures utilized by leading tax and valuation services firms for comparable engagements both in and out of court. E&Y will file fee applications for monthly, interim, and final allowance of compensation, including reimbursement of expenses, pursuant to Bankruptcy Code Sections 330 and 331, the Bankruptcy Rules, the Local Rules, the Interim Compensation Order, this Order, and such other procedures and guidelines as may be fixed by order of or in force in cases before the Court. The Firm can be reached at: Ernst & Young LLP 2323 Victory Avenue, Suite 2000 Dallas, TX 75219 Tel: (214) 969-8000 Fax: (214) 9698587 Website: www.ey.com The Debtors' counsel can be reached at: Mark D. Collins, Esq. John H. Knight, Esq. Joseph C. Barsalona II, Esq. Brendan J. Schlauch, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: collins@rlf.com knight@rlf.com barsalona@rlf.com schlauch@rlf.com - and - Richard A. Levy, Esq. Keith A. Simon, Esq. David F. McElhoe, Esq. LATHAM & WATKINS LLP 885 Third Avenue New York, NY 10022-4834 Tel: (212) 906-1200 Fax: (212) 751-4864 E-mail: richard.levy@lw.com keith.simon@lw.com david.mcelhoe@lw.com About Chaparral Energy Founded in 1988, Chaparral Energy, Inc., is a Delaware corporation headquartered in Oklahoma City and a pure play Mid-Continent independent oil and natural gas exploration and production company. At March 31, 2016, the Company had total assets of $1,229,373,000, total current liabilities of $1,940,742,000 and total stockholders' deficit of $759,546,000. Chaparral Energy, Inc., and its 10 affiliates sought protection under Chapter 11 of the Bankruptcy Code in the District of Delaware (Lead Case No. 16-11144) on May 9, 2016. The petition was signed by Mark A. Fischer, chief executive officer. The Debtors are represented by Richard Levy, Esq., Keith Simon, Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham & Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., as counsel. Kurtzman Carson Consultants LLC serves as administrative advisor. The Office of the U.S. Trustee on May 18 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of Chaparral Energy, Inc. and its affiliates. CHAU DO PAPATHEODOROU: 3rd Amended Plan Confirmed ------------------------------------------------- The Bankruptcy Court for the Northern District of California on June 2, 2016, held a hearing on the confirmation of the Third Amended Combined Plan of Reorganization and Disclosure Statement of debtor Chau Do Papatheodorou. The plan documents were filed with the Court on April 19, 2016. On June 8, Bankruptcy Judge Stephen L. Johnson entered an order confirming the Third Amended Plan. The Court order provides that: 1. Following the Effective Date, the Debtor may apply for a discharge pursuant to the terms of the Plan after the Debtor has made all payments to creditors required under the Plan. 2. Following the Effective Date, the Debtor shall continue to pay quarterly fees to the United States Trustee to the extent, and in the amounts, required by 28 U.S.C. Sec. 1930(a)(6). So long as the Debtor is required to make these payments, the Debtor shall file with the Court quarterly reports in the form specified by the United States Trustee for that purpose, until a final decree has been entered. Chau Do Papatheodorou, based in Palo Alto, Calif., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No. 10-51074) on February 3, 2010. According to the schedules, the Debtor has assets of $2,430,687, and total debts of $2,074,453. The Debtor is represented by: Michael W. Malter, Esq. Julie H. Rome-Banks, Esq. David B. Rao, Esq. Binder & Malter, LLP 2775 Park Avenue Santa Clara, CA 95050 Telephone: (408) 295-1700 Facsimile: (408) 295-1531 Email: Michael@bindermalter.com Julie@bindermalter.com David@bindermalter.com CHC GROUP: Creditors' Panel Hires Gardere Wynne as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of CHC Group Ltd. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain Gardere Wynne Sewell LLP as counsel to the Committee, nunc pro tunc to May 13, 2016. The Committee requires Gardere Wynne to provide these professional services: (a) administration of these cases and the exercise of oversight with respect to the Debtors' affairs, including all issues in connection with the Debtors, the Committee and/or these Chapter 11 Cases; (b) preparation on behalf of the Committee of necessary applications, motions, memoranda, orders, reports, and other legal papers; (c) appearances in Court, participation in litigation as a party-in-interest, and at statutory meetings of creditors to represent the interests of the Committee; (d) negotiation and evaluation of the use of cash collateral, any proposed debtor-in-possession financing and any other potential financing alternatives; (e) negotiation and evaluation of any proposed restructuring support agreement and any other potential alternatives; (f) negotiation, formulation, drafting and confirmation of a plan or plans of reorganization or liquidation and matters related thereto; (g) investigation, directed by the Committee of, among other things, unencumbered assets, liabilities, and financial condition of the Debtors, prior transactions, and operational issues concerning the Debtors that may be relevant to these Chapter 11 Cases; (h) negotiation and formulation of any proposed sale of any of the Debtors' assets, including pursuant to section 363 of the Bankruptcy Code; (i) communications with the Committee's constituents in furtherance of its responsibilities, including, but not limited to, communications required under section 1102 of the Bankruptcy Code; (j) performance of all of the Committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and the performance of such other services as are in the interests of those represented by the Committee; and (k) consult with the Debtors, their representatives, and professionals regarding the administration of these Chapter 11 Cases. Gardere Wynne will be paid at these hourly rates: Marcus A. Helt, Partner $635 Felisa E. Sanchez, Sr Attorney $580 Mark C. Moore, Associate $400 Kari Speck, Paralegal $280 Partners $510-$940 Senior Attorneys $450-$665 Associates $305-$550 Paralegals $240-$350 Gardere Wynne will also be reimbursed for reasonable out-of-pocket expenses incurred. Marcus A. Helt, partner of Gardere Wynne, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Bankruptcy Court will hold a hearing on the motion on July 7, 2016, at 9:00 a.m. Objections, if any, are due July 4, 2016, at 4:00 p.m. Gardere Wynne can be reached at: Marcus A. Helt, Esq. GARDERE WYNNE SEWELL LLP 3000 Thanksgiving Tower 1601 Elm Street Dallas, TX 75201-4761 Tel: (214) 999-3000 Fax: (214) 999-4667 E-mail: mhelt@gardere.com About CHC Group Ltd. Headquartered in Irving, Texas, CHC is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors have hired Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. CHC GROUP: Creditors' Panel Hires Kramer Levin as Counsel --------------------------------------------------------- The Official Committee of Unsecured Creditors of CHC Group Ltd. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain Kramer Levin Naftalis & Frankel LLP as counsel to the Committee, nunc pro tunc to May 13, 2016. In addition to acting as primary spokesman for the Committee, it is expected that Kramer Levin's services will include, without limitation, assisting, advising and representing the Committee with respect to the following matters: (a) administration of these cases and the exercise of oversight with respect to the Debtors' affairs, including all issues in connection with the Debtors, the Committee and/or these Chapter 11 Cases; (b) preparation on behalf of the Committee of necessary applications, motions, objections, memoranda, orders, reports, and other legal papers; (c) appearances in Court, participation in litigation as a party-in-interest, and at statutory meetings of creditors to represent the interests of the Committee; (d) negotiation and evaluation of the use of cash collateral, any proposed debtor-in-possession financing and any other potential financing alternatives; (e) negotiation and evaluation of any proposed restructuring support agreement and any other potential alternatives; (f) negotiation, formulation, drafting and confirmation of a plan or plans of reorganization or liquidation and matters related thereto; (g) investigation, directed by the Committee, of among other things, unencumbered assets, liabilities, and financial condition of the Debtors, prior transactions, and operational issues concerning the Debtors that may be relevant to these Chapter 11 Cases; (h) negotiation and formulation of any proposed sale of any of the Debtors' assets, including pursuant to section 363 of the Bankruptcy Code; (i) communications with the Committee's constituents in furtherance of its responsibilities, including, but not limited to, communications required under section 1102 of the Bankruptcy Code; and (j) performance of all of the Committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and the performance of such other services as are in the interests of those represented by the Committee. Kramer Levin will be paid at these hourly rates: Partners $810-$1,195 Counsel $875-$1,150 Special Counsel $800-$875 Associates $470-$855 Paraprofessionals $310-$365 Kramer Levin will also be reimbursed for reasonable out-of-pocket expenses incurred. Douglas H. Mannal, partner of Kramer Levin, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Kramer Levin provided the response to the request for additional information set forth in Paragraph D.1. of the Revised UST Guidelines: -- Kramer Levin did not represent the Committee before its formation on May 13, 2016. Kramer Levin's billing rates have not changed since the Petition Date. Kramer Levin has in the past represented, currently represents and may represent in the future certain Committee members and/or their affiliates in their capacities as official committee members in other chapter 11 cases and/or as set forth in this Application. -- Kramer Levin is developing a budget and staffing plan for the period through August 31, 2016 that will be presented for approval by the Committee. The Bankruptcy Court will hold a hearing on the motion on July 7, 2016, at 9:00 a.m. Objections, if any, are due July 5, 2016, at 4:00 p.m. Kramer Levin can be reached at: Kenneth H. Eckstein, Esq. Douglas H. Mannal, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Tel: (212) 715-9100 Fax: (212) 717-8000 E-mail: keckstein@kramerlevin.com dmannal@kramerlevin.com About CHC Group Ltd. Headquartered in Irving, Texas, CHC is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors have hired Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. CHC GROUP: Creditors' Panel Taps Epiq as Information Agent ---------------------------------------------------------- The Official Committee of Unsecured Creditors of CHC Group Ltd. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain Epiq Bankruptcy Solutions, LLC as information agent, nunc pro tunc to June 2, 2016. The Committee requires Epiq to: (a) establish and maintain the Committee Website, to be maintained by and through Epiq that provides, without limitation: -- a link or other form of access to the website maintained by the Debtors' claims and noticing agent at http://www.kccllc.net/chc,which shall including, among other things, the case docket and claims register; -- general information concerning the Debtors, including case dockets, access to docket filings, and general information concerning significant parties in the Chapter 11 Cases; -- highlights of significant events in the Chapter 11 Cases; -- a calendar with upcoming significant events in the Chapter 11 Cases; -- a general overview of the chapter 11 process; -- a form to submit creditor questions, comments and requests for access to information; -- responses to creditor inquiries, comments and requests for access to information; provided, that the Committee may privately provide such responses in the exercise of its reasonable discretion, including in light of the nature of the information request and the creditor's agreements to appropriate confidentiality and trading constraints; -- answers to frequently asked questions; -- links to other relevant websites; -- the names and contact information for the Debtors' counsel and restructuring advisors; and -- the names and contact information for the Committee's counsel and financial advisors. (b) establish and maintain a telephone number and electronic- mail address for general unsecured creditors to submit questions and comments regarding the Debtors and the Chapter 11 Cases. Epiq will be paid at these hourly rates: Clerical $25-$45 Case Manager $50-$80 IT/Programming $65-$100 Consultant/ Senior Consultant $145-$185 Director/Vice President Consulting $190 Executive Vice President $215 Epiq will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian Karpuk, director of Consulting Services of Epiq, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Bankruptcy Court will hold a hearing on the motion on July 7, 2016, at 9:00 a.m. Objections, if any, are due July 4, 2016, at 4:00 p.m. Epiq can be reached at: Pamela Corrie, Esq. EPIQ BANKRUPTCY SOLUTIONS, LLC 777 Third Avenue, 12th Floor New York, NY 10017 About CHC Group Ltd. Headquartered in Irving, Texas, CHC is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors have hired Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. CHC GROUP: Creditors' Panel Taps Greenhill as Investment Banker --------------------------------------------------------------- The Official Committee of Unsecured Creditors of CHC Group Ltd. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain Greenhill & Co., LLC as investment banker, nunc pro tunc to May 16, 2016. The Committee seeks to retain Greenhill as investment banker to provide a broad range of services to the Committee, including, without limitation: (a) reviewing the business, liquidity, assets, and operations of the Company and its historical and projected financial condition and plan; (b) reviewing and analyzing the Company's business plan; (c) developing and maintaining financial analyses to assist the Committee in assessing the current and potential financial condition and future value of the Company; (d) advising with respect to and participating in meetings with the Committee as well as due-diligence meetings with the Company or other third-parties, as appropriate; (e) reviewing and providing financial analysis of, and alternative options to, any proposals from the Company and its advisors or any other third-parties related to the Chapter 11 Cases; (f) assisting the Committee in evaluating M&A alternatives with respect to the Company; (g) participating in negotiations and other meetings to assist the Committee to maximize the recoveries of unsecured creditors of the Company in connection with the Chapter 11 Cases or to support the Committee's position in relation to any restructuring proposals; (h) assisting the Committee in developing and seeking approval of a restructuring plan; (i) advising and assisting the Committee in analyzing the financial aspects of such a Restructuring Plan and the resulting financial aspects of parties' claims and obligations, subject to the terms and conditions of this Agreement; and (j) providing expert testimony and written reports as may be requested by the Committee in support of services provided herein. Greenhill will be paid the following Fee and Expense Structure: -- Monthly Advisory Fee: $125,000 per month until termination of Greenhill's engagement. -- Transaction Fee: Upon consummation of any Restructuring, Greenhill will be entitled to receive a transaction fee, payable promptly at the closing thereof, equal to $1,900,000. -- Credit. All Monthly Fees up to and including the fee for November 2016 shall be credited against any Transaction Fee. -- Expenses: The Committee will pay reasonable and documented out-of-pocket expenses. Notwithstanding anything to the contrary in the Application or the Engagement Letter, Greenhill will not seek reimbursement of expenses for office supplies. Andrew Kramer, managing director of Greenhill & Co., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Bankruptcy Court will hold a hearing on the motion on July 7, 2016, at 9:00 a.m. Objections, if any, are due July 4, 2016, at 4:00 p.m. Kramer Levin can be reached at: Andrew Kramer GREENHILL & CO., LLC 300 Park Avenue New York, NY 10022 Tel: (212) 389-1500 Fax: (212) 389-1700 About CHC Group Ltd. Headquartered in Irving, Texas, CHC is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors have hired Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. CHC GROUP: Panel Hires VLC Associates as Financial Advisor ---------------------------------------------------------- The Official Committee of Unsecured Creditors of CHC Group Ltd. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain VLC Associates, Ltd. as financial advisor, nunc pro tunc to May 16, 2016. The Committee seeks to retain VLC Associates as financial advisor to provide a broad range of services to the Committee, including, without limitation: (a) assisting in the review of reports or filings as required by the Bankruptcy Court or the Office of the United States Trustee, including, without limitation, schedules of assets and liabilities, statement of financial affairs and monthly operating reports; (b) reviewing the Company's financial information, including, without limitation, analysis of cash receipts and disbursements, financial statement items and proposed transactions from which Bankruptcy Court approval is sought or may be sought; (c) reviewing and analyzing the reporting regarding cash collateral and other potential financing arrangements and budgets; (d) assisting with, identifying, analyzing and evaluating potential cost containment and liquidity enhancement opportunities; (e) analyzing the Company's aircraft fleet and fleet plan, including aircraft in relation to proposed negotiations of aircraft financing arrangements and section 365 of the Bankruptcy Code elections, along with claims that may arise from such actions; (f) reviewing and analyzing the Company's proposed business plans and the business and financial condition of the Company generally including, without limitation, to: -- reviewing, analyzing and assessing the Company's global operational footprint in terms of financial performance, operational viability and optimal utilization of assets; -- reviewing and critiquing the Company's financial projections and assumptions; -- analyzing the Company's business sectors and geographic market profitability; -- assisting, identifying and analyzing potential operational improvement and asset deployment opportunities; -- analyzing assumption and rejection issues regarding non- fleet related executory contracts and leases; -- analyzing labor and labor-related costs and impact on financial performance and the go forward business plan; -- assisting in evaluating the viability of reorganization strategies and alternatives available to the creditors; -- from an operational perspective, analyzing and critiquing enterprise, asset and liquidation values; (g) assisting with the claims-resolution processes and procedures, including, without limitation, analyzing creditors' claims by type and entity; (h) assisting with the review of financial proposals in connection with the plan and disclosure statement; (i) advising and assisting the Committee and, where appropriate, participating in or attending negotiations and meetings with the Company and other parties-in-interest; (j) providing litigation and forensic consulting services and expert witness testimony regarding confirmation issues, avoidance actions, or as described above or other matters as deemed appropriate by the Committee; and (k) performing such airline or financial-advisory services and/or other functions as are customarily provided in connection with the analysis and negotiations of any of the transactions contemplated by this Engagement Contract, as requested by the Committee or its counsel to assist the Committee in these Chapter 11 cases and mutually agreed to by VLC. VLC Associates will be paid at these hourly rates: Sr. Managing Director $800 Managing Director $650 Director $500 Manager $400 Sr. Analyst $300 Analyst $200 VLC Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Victoria L. Creason, founder and senior managing director of VLC Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Bankruptcy Court will hold a hearing on the motion on July 7, 2016, at 9:00 a.m. Objections, if any, are due July 4, 2016, at 4:00 p.m. VLC Associates can be reached at: Victoria L. Creason VLC Associates, Ltd. 2 W. Delaware Place, Suite 1807 Chicago, IL 60610 Tel: (312) 961-1581 Fax: (312) 280-7988 E-mail: vcreason@vlcassociates.com About CHC Group Ltd. Headquartered in Irving, Texas, CHC is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors have hired Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. CLASSIC COMMUNITIES: Seeks to Obtain $74K Loan to Complete Homes ---------------------------------------------------------------- Classic Communities Corporation seeks authority from the U.S. Bankruptcy Court to obtain postpetition financing totaling $73,825 from MidPenn Bank to complete the homes and thereby generate a profit from them. The Debtor also seeks authority from the Court to grant the Bank an open-end mortgage lien on each Lot and Home in order to secure the financing provided. The Debtor tells the Court that the Debtor will be funding the construction of homes by securing financing, consisting of vertical lines of credit, which utilizes a draw system, whereby a lender will provide funds from the Construction Financing as certain portions of the home are competed. In addition, the Debtor tells the Court that it has been in the process of causing three homes to be constructed, at the Petition Date, namely: (a) Dorset Square Lot 176, (b) Dorset Square Lot 168, and (c) Hampden Summit Lot 32, and for which the Debtor expects a total proceeds of approximately $66,273, which would be available to the Debtor when closing on the sale of each Lot and Home occurs. The amount of the draws from the Construction Financing which are needed to complete the Homes are as follows: Dorset Square Lot 176 $27,148.94 Dorset Square Lot 168 $6,163.41 Hampden Summit Lot 32 $40,513.33 A full-text copy of the DIP Motion dated June 27, 2016 is available at https://is.gd/IMup4B Classic Communities Corporation is represented by: Robert E. Chernicoff, Esq. CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C. 2320 North Second Street P. O. Box 60457 Harrisburg, PA 17106-0457 Telephone: (717) 238-6570 About Classic Communities Classic Communities Corporation filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 16-02022) on May 10, 2016. The petition was signed by Douglas Halbert, president. The Debtor estimated assets and liabilities in the range of $10 million and debts of up to $50 million. Judge Mary D. France is the case judge. CLEANFUEL USA: Hires Bracewell & Giuliani as Special Counsel ------------------------------------------------------------ CleanFUEL USA, Inc. seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ Alan D. Albright and Bracewell & Giuliani, LLP as special counsel. The Debtor requires the services of Bracewell & Giuliani relating to claims made by ICOM North America, LLC that the Debtor is using ICOM's propriety and trade secret information. Bracewell & Giuliani will be paid at these hourly rates: Alan D. Albright $770 Associates $610 Legal Assistants $255 Bracewell & Giuliani will also be reimbursed for reasonable out-of-pocket expenses incurred. Alan D. Albright, partner of Bracewell & Giuliani, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Bracewell & Giuliani can be reached at: Alan D. Albright, Esq. BRACEWELL & GIULIANI, LLP 111 Congress Avenue, Suite 2330 Austin, TX 78701 Tel: (512) 494-3620 Fax: (512) 479-3920 E-mail: Alan.Albright@bracewelllaw.com About CleanFUEL USA Georgetown, Texas-based CleanFUEL USA, Inc., sought protection under Chapter 11 of the Bankruptcy Code on April 3, 2016 (Bankr. W.D. Tex., Case No. 16-10398). CleanFUEL designs and manufactures alternative fuel equipment for propane auto gas. The case is assigned to Judge Christopher H. Mott. The Debtor's counsel is Kell C. Mercer, Esq., and Daniel C. Roberts, Esq., in Austin, Texas. CLEANFUEL USA: Hires Padgett Stratemann as Accountant ----------------------------------------------------- CleanFUEL USA, Inc. seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ Kevin E. Fincher and the firm of Padgett, Stratemann & Co. LLP as accountant. The Debtor requires Padgett Stratemann to prepare these tax returns: Form 1120 - U.S. Consolidated Corporation Income Tax Return; Texas Gross Margin Return - Combined Group; Non-Texas state tax returns as directed by CFUSA (AZ, CA, CO, FL, GA, IN, MI, NH, OH, OR, and WV); Form 5471 Information Return of U.S. Persons With Respect To Certain Foreign Corporations; Form 114 Report of Foreign Bank and Financial Accounts; and general tax advisory services. Padgett Stratemann will be paid at these hourly rates: Kevin E. Fincher, partner $350 Manager $225 Staff $175 Padgett Stratemann will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Fincher, partner of Padgett Stratemann, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Padgett Stratemann can be reached at: Kevin E. Fincher PADGETT, STRATEMANN & CO. LLP 811 Barton Springs Road, Suite 550 Austin, TX 78704 Tel: (512) 476-0717 Fax: (512) 476-0462 E-mail: kevin.fincher@padgett-cpa.com About CleanFUEL USA Georgetown, Texas-based CleanFUEL USA, Inc., sought protection under Chapter 11 of the Bankruptcy Code on April 3, 2016 (Bankr. W.D. Tex., Case No. 16-10398). CleanFUEL designs and manufactures alternative fuel equipment for propane auto gas. The case is assigned to Judge Christopher H. Mott. The Debtor's counsel is Kell C. Mercer, Esq., and Daniel C. Roberts, Esq., in Austin, Texas. CRESCENT HAUS: Taps Joyce W. Lindauer as Legal Counsel ------------------------------------------------------ Crescent Haus Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Joyce W. Lindauer Attorney, PLLC. The Debtor tapped the firm to provide legal services in connection with its Chapter 11 case. The firm's professionals and their hourly rates are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Paralegals $75 - $105 Legal Assistants $75 - $105 In a court filing, Joyce Lindauer disclosed that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer Sarah Cox Jamie Kirk Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, Texas 75230 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Crescent Haus Crescent Haus Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40996) on June 6, 2016. CROSSROADS CHARTER: S&P Cuts Rating on 2012/2007 Rev. Bonds to BB- ------------------------------------------------------------------ S&P Global Ratings lowered its long-term rating to 'BB-' from 'BB' on Crossroads Charter Academy, Mich.'s (the academy) series 2012 public school academy revenue bonds and series 2007 revenue bonds. The outlook is stable. "The lowered rating reflects our view of the academy's third consecutive negative operating margin in fiscal 2015," said S&P Global Ratings analyst Jessica Matsumori, "and continued lowered maximum annual debt service (MADS) coverage, which is no longer in line with its peers at the higher rating." The lowered rating also reflects management's expectations for another year of negative operating margins in fiscal 2016, which will subsequently decrease days' cash on hand and weaken the academy's balance sheet. "The 'BB-' rating further reflects our view of the academy's negative operating margins during the past three years and very low 0.48x MADS coverage in fiscal 2015," added Ms. Matsumori. Other factors include: -- Limited revenue pledge restricted to the use of per-pupil state aid to no more than 20% of appropriations; and -- The inherent uncertainty associated with charter renewals because the final maturity of the bonds exceeds the time horizon of the existing charter. Crossroads Charter Academy is a charter school in Big Rapids that serves students from grades K-12. "The stable outlook reflects our expectation that days' cash on hand will remain adequate for the rating level despite the projected additional negative operating margin in fiscal 2016," added Ms. Matsumori. The outlook further reflects the academy's stabilized enrollment, coupled with strong academic performance and good debt service burden. S&P could lower the ratings if the academy's operating performance continues to deteriorate, such that MADS coverage (per S&P's calculations) and cash balances fail to improve and are consistently held at levels S&P no longer considers commensurate with its peers. Given the very low MADS coverage, S&P do not consider a positive rating action likely in the near term. CRV PRECAST: Exclusive Solicitation Period Extended to Aug. 2 ------------------------------------------------------------- The Hon. Christine M. Gravelle of the U.S. Bankruptcy Court for the District of New Jersey has extended, at the behest of CRV Precast Construction LLC, the exclusive period during which the Debtor may solicit acceptances of a Chapter 11 plan or plans of reorganization and extending its time to confirm the Plan, to and including Aug. 2, 2016. As reported by the Troubled Company Reporter on June 9, 2016, the Debtor, since filing the Chapter 11 case and continuing after filing the Plan, has been engaged in a lengthy and complicated negotiation with the Iron Workers resolving a number of issues, including: a. the allowed claim amount of the five Iron Workers proofs of claim; b. the counterclaim against the Iron Workers; c. the applicability of the Car-Win CBA to the Debtor; and d. plan treatment of the Iron Workers and other outstanding issues with the Iron Workers. Headquartered in Easthampton, New Jersey, CRV Precast Construction LLC filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 15-18830) on May 11, 2015, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Luis E. Rivera, managing member. Judge Christine M. Gravelle presides over the case. Martha Baskett Chovanes, Esq., at Fox Rothschild LLP serves as the Debtor's bankruptcy counsel. CRYOPORT INC: Reports 50% Revenue Growth for Fiscal Year 2016 ------------------------------------------------------------- Cryoport, Inc., reported a net loss attributable to common stockholders of $2.78 million on $1.55 million of revenues for the three months ended March 31, 2016, compared to a net loss attributable to common stockholders of $3.95 million on $1.19 million of revenues for the three months ended March 31, 2015. For the year ended March 31, 2016, the Company reported a net loss attributable to common stockholders of $15.05 million on $5.88 million of revenues compared to a net loss attributable to common stockholders of $12.19 million on $3.93 million of revenues during the prior year. As of March 31, 2016, Cryoport had $5.82 million in total assets, $2.72 million in total liabilities and $3.09 million in total stockholders' equity. Commenting on the fourth quarter results, Jerrell Shelton, chief executive officer of Cryoport, stated, "We reported another record period of year-over-year revenue growth and continued to build strong underlying momentum in our business as we entered our fiscal year 2017. This momentum is being driven by investments we made in our sales and marketing programs, engineering, operations, client care and information systems throughout fiscal year 2016. We continue to have a steady stream of new clients and potential new business opportunities across our biopharma, human reproductive, and animal health segments. Initial revenue streams from our pipeline of new clients is just starting to be reflected in our revenue due to many of these clients having long ramp times associated with their respective clinical programs. "The number of clinical trials we support has now increased to 78, including 13 phase III trials, which is nearly 12% of the total global regenerative medicine market in this space, and 19% of the phase III pipeline. We expect to see many of these programs increase in activity as they progress through the clinical development stages, which, as they advance, usually requires higher patient enrollment targets, and then to the commercial launch phase, which will lead to larger revenue streams for Cryoport. In fact, we are in preliminary commercial launch discussions on multiple phase III programs at this time. In addition to our collective embedded growth opportunity from other existing programs, some of our larger clients are also looking to expand their use of our temperature controlled logistics solutions across a broader section of their products and therapies." Mr. Shelton concluded by saying, "We recently entered into two important strategic relationships. The first is a strategic arrangement with Worthington's CryoScience by Taylor Wharton Division that provides us the ability to rapidly scale to support our clients' commercialization activities as they unfold. Our agreement also combines our engineering power and gives us access to innovative, validated cryogenic storage vessels and equipment that add capabilities that will allow us to meet the demands of a more diverse clientele through a broader offering which in turn, increases our revenue opportunities. "The second strategic relationship is with Pacific Bio-Material Management. Under this arrangement, we began offering bio-storage and fulfillment capabilities through a strategic partnership. These new service offerings are a natural extension of our existing business, allowing us to better service our clients and strengthen our client relationships and provide our business with new revenue streams." The Company reported $2.8 million in cash and cash equivalents as of March 31, 2016, compared to $1.4 million as of fiscal year ended March 31, 2015. A full-text copy of the press release is available for free at: https://is.gd/1JDRre About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has incurred recurring operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $1.4 million at March 31, 2015, management has estimated that cash on hand, which include proceeds from Class B convertible preferred stock received subsequent to the fourth quarter of fiscal 2015, will only be sufficient to allow the Company to continue its operations into the third quarter of fiscal 2016. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. CSM BAKERY: Moody's Affirms B2 CFR & Revises Outlook to Stable -------------------------------------------------------------- Moody's Investors Service revised CSM Bakery Solutions Limited's rating outlook to stable from negative. Moody's also affirmed the Corporate Family Rating at B2, the Probability of Default rating at B2-PD, the first lien term loan rating at B1, and the second lien term loan rating at B3. The stable outlook reflects Moody's expectation that although CSM Bakery's operating performance will likely experience headwinds from restructuring activities over the next year, the company should able to sustain debt/EBITDA at around 6.0 times and begin to generate positive free cash flow next year. Since 2013, CSM Bakery has been in the process of streamlining its operations in Europe and North America. This has included implementing major enhancements to its supply chain systems that have resulted in significant increases in operating expenses, capital expenditures and working capital. Although this costly restructuring has pressured operating profits and generated negative free cash flows, the company has still been able to reduce leverage through expansion of both sales and profit margins. Moody's expects that once the company completes the systems implementation -- likely by mid-2017 -- the benefits from improved supply chain will provide scope for further growth in profit margin and free cash flow. Ratings affirmed: Corporate Family Rating at B2 Probability of Default Rating at B2-PD Senior Secured First Lien Term Loan due 2020 at B1 Senior Secured Second Lien Term Loan due 2021 at B3 The outlook is stable. RATINGS RATIONALE The B2 Corporate Family Rating reflects CSM Bakery's relatively high financial leverage, mid-single-digit profit margins, and a history of negative cash flows due in part to heavy internal investments. These negative factors are balanced against our expectation of relatively stable operating performance, positive free cash flow, and modest earnings improvement over the next year driven by supply chain efficiency initiatives and a favorable shift in sales mix. The ratings also reflect CSM Bakery's leading positions in the U.S. and Europe in narrowly-defined premium bakery supply categories including icings, glazes and pastry ingredients. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. CORPORATE PROFILE Headquartered in Tucker, Georgia (USA) CSM Bakery produces and distributes ingredients and bakery products for artisan and industrial bakeries, and for in-store and out-of-home markets, mainly in Europe and North America. The company supplies bakery products finished or semi-finished. Sales were EUR2.7 billion in 2015. The company is owned and controlled by investment funds associated with Rhone Capital. In July 2013, Rhone purchased CSM Bakery from Netherlands-based CSM NV for EUR1,050 million. CUZCO DEVELOPMENT: Taps Wagner Choi as Legal Counsel ---------------------------------------------------- Cuzco Development U.S.A., LLC seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to hire Wagner Choi & Verbrugge as its legal counsel. The Debtor tapped the firm to provide these services in connection with its Chapter 11 case: (a) advise the Debtor with respect to the requirements and provisions of the Bankruptcy Code and other bankruptcy- related laws and regulations which may affect the Debtor; (b) assist the Debtor in the analysis of bankruptcy-related options and preparation of a disclosure statement and formulation of a Chapter 11 plan of reorganization; (c) advise the Debtor concerning the rights and remedies of its estate regarding adversary proceedings, which may be removed to, or initiated in, the bankruptcy court; and (d) represent the Debtor in any proceeding or hearing in the bankruptcy court in any action where its rights or the rights of the estate may be litigated and affected. The firm's professionals and their hourly rates are: James A. Wagner $480 Chuck C. Choi $380 Neil J. Verbrugge $290 Allison A. Ito $230 Paralegals $90 Chuck Choi disclosed in a court filing that the firm does not hold any interests adverse to the Debtor's estate or its creditors. The firm can be reached through: Chuck C. Choi, Esq. Allison A. Ito, Esq. Wagner Choi & Verbrugge 745 Fort Street, Suite 1900 Honolulu, Hawaii 96813 Tel: (808) 533-1877 Fax: (808) 566-6900 Email: echoigaghibklaweom aitochhibklawxsom About Cuzco Development Cuzco Development U.S.A., LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Hawaii Case No. 16-00636) on June 20, 2016. The petition was signed by Kay Nakano, responsible individual. The case is assigned to Judge Robert J. Faris. At the time of the filing, the Debtor estimated its assets and liabilities at $10 million to $50 million. DESERT SPRINGS: Court Denies Bid for Cash Collateral Use -------------------------------------------------------- Judge Mark S. Wallace of the U.S. Bankruptcy Court Central District of California, Riverside Division, denies, without prejudice, Desert Springs Financial LLC's motion seeking authority to use cash collateral. Secured creditor, Pacific Premier Bank, complains that the Debtor is delinquent with its payments to the Bank and the Debtor's valuation of 68051 Ramon Road, in Cathedral City, California, property is unsupported by competent evidence which fails to show that the Bank's interest -- claim of approximately $2,549,464 -- is adequately protected. In addition, the Bank complains that the Debtor's scant skeletal budget related to the Bank's real estate collateral clearly cannot be the basis to authorize Debtor's use of cash collateral, specifically because, the rent roll information is entirely lacking, the projected rental income is expected to decrease to the extent RPL is authorized to offset its judgment against the rents it must pay the Debtor. Ramon Palm Lane, Inc., asserts that the court "may authorize the use of only that amount of cash collateral as is necessary to avoid immediate and irreparable harm to the estate pending a final hearing," but the Debtor's proposed budget has no evidence, and even the Motion does not say that the Debtor has historically been paying the items in the proposed budget, or that debtor needs to pay those. According to RPL, if the Court orders that the Debtor can use rents received, such an order is not a determination that rents are due to the Debtor by RPL -- which they are not due to DSF from RPL -- because of the large judgment RPL has against DSF and RPL’s right to set off rent that would otherwise be due to DSF. As previously reported by The Troubled Company Reporter, the Debtor asked the Court for permission to use cash collateral, including rent receipts, previously pledged to Pacific Premier Bank to secure repayment of a $1.8 million prepetition loan. Desert Springs owns real estate located in Cathedral City, Calif., and leases it to Ramon Palm Lane, Inc., for use as a 28-lane bowling alley, snack bar and grill. The Debtor receives about $47,000 per month from Ramon and increases by 5% per year until Sept. 2023. The Debtor values the property at $5.6 million. The property is also encumbered by a $210,000 lien asserted by Mitchell Altman; a $985,000 lien asserted by Ramon, the tenant; and a $173,000 lien asserted by Yun Hei Shin (who guaranteed Ramon's lease obligations). Desert Sprint proposes to pay Pacific Premiere $27,600 per month going forward. The Debtor estimates its monthly expenses at $37,500 per month, including the proposed monthly payment to the Bank. Counsel for Secured Creditor, Pacific Premier Bank: Thomas J. Polis, Esq. POLIS & ASSOCIATES A PROFESSIONAL LAW CORPORATION 19800 MacArthur Boulevard, Suite 1000 Irvine, California 92612-2433 Telephone: (949) 862-0040 Facsimile: (949) 862-0041 Email: tom@polis-law.com Attorney for Shin & Ramon Palm Lane, Inc.: Kathleen P. March, Esq. THE BANKRUPTCY LAW FIRM, P.C. 10524 W. Pico Boulevard, Suite 212. Los Angeles, CA 90064 Telephone (310) 559-9224 Facsimile: (310) 559-9133 Email: kmarch@BKYLAWFIRM.com Desert Springs Financial LLC filed a chapter 11 petition (Bankr. N.D. Calif. Case No. 16-14859) on May 30, 2016. The single asset real estate debtor is represented by Wayne M. Tucker, Esq., at Orrock Popka Fortino Tucker & Dolen in Redlands, Calif. At the time of the filing the Debtor disclosed $16.75 million in assets and $7.33 million in liabilities. DESERT SPRINGS: Hires Orrock Popka as Counsel --------------------------------------------- Desert Springs Financial LLC, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ M. Wayne Tucker of Orrock Popka Fortino Tucker & Doen as general bankruptcy counsel to the Debtor. Desert Springs requires Orrock Popka to: (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 the bankruptcy 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 U.S. 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 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 or defense of all actions; (I) prepare, negotiate, prosecute and attain confirmation of a plan of reorganization. Orrock Popka will be paid at these hourly rates: M. Wayne Tucker $300 Hazel Young $100 Stacy Reagor $100 Orrock Popka will be paid the amount of $13,717 as retainer. As of the petition date $720 of the retainer funds remain unexhausted. Orrock Popka will also be reimbursed for reasonable out-of-pocket expenses incurred. The following is provided in response to the request for additional information as follows: Debtor consulted with Wayne Tucker regarding bankruptcy beginning August 2015 during the pendency of litigation against the Debtor which was resolved by way of a judgment entered December 23, 2015. On at least one occasion Wayne Tucker appeared as representative for Debtor in post trial hearings in the state court for the purpose of staying apprised of the status of that case. The judgment in that case included orders in favor of Desert Springs Financial, LLC and against Murray Altman individually. As set forth in the Petition, Murray Altman, as an individual, asserts a claim against Desert Springs Financial, LLC. Additionally, Wayne Tucker communicated with attorneys representing Desert Springs Financial, LLC, Murray Altman as an individual, and attorneys for the judgment creditors of Desert Springs Financial, LLC and Murray Altman. One of the judgment creditors of Desert Springs Financial, LLC is Yun Hei Shin who has a 25% economic interest in Desert Springs Financial, LLC, and she also has a judgment against Murray Altman as an individual. Because, Murray Altman is the managing member of Desert Springs Financial, LLC, and is also a judgment debtor of and a creditor of Desert Springs Financial, it is impossible to not have a connection with both Debtor, and Murray Altman an individual, and an indirect connection with Yun Hei Shin. M . Wayne Tucker, shareholder of Orrock Popka Fortino Tucker & Doen, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Orrock Popka can be reached at: M . Wayne Tucker, Esq. Orrock Popka Fortino Tucker & Doen 1710 Plum Lane, Suite A Redlands, CA 92374 Tel: (951) 683-6014 Fax: (909) 382-9488 E-mail: tucker@waynetuckerlaw.com About Desert Springs Desert Springs Financial LLC, based in La Quinta, CA, filed a chapter 11 petition (Bankr. N.D. Calif. Case No. 16-14859) on May 30, 2016. The Hon. Mark S Wallace presides over the case. The single asset real estate debtor is represented by Wayne M. Tucker, Esq., at Orrock Popka Fortino Tucker & Dolen in Redlands, Calif. At the time of the filing the Debtor disclosed $16.75 million in assets and $7.33 million in liabilities. The petition was signed by Murray Altman, manager. DESERT SPRINGS: Sec. 341 Creditors' Meeting Set for July 5 ---------------------------------------------------------- The meeting of creditors of Desert Springs Financial LLC is set to be held on July 5, 2016, at 2:30 p.m., according to a filing with the U.S. Bankruptcy Court in Central District of California. The meeting will take place at Room 720, 3801 University Ave., Riverside, CA 92501. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Desert Springs Desert Springs Financial LLC, based in La Quinta, CA, filed a chapter 11 petition (Bankr. N.D. Calif. Case No. 16-14859) on May 30, 2016. The Hon. Mark S Wallace presides over the case. The single asset real estate debtor is represented by Wayne M. Tucker, Esq., at Orrock Popka Fortino Tucker & Dolen in Redlands, Calif. At the time of the filing the Debtor disclosed $16.75 million in assets and $7.33 million in liabilities. The petition was signed by Murray Altman, manager. DESERT SPRINGS: Stay Lifted for Shin, RPL to Enforce Judgment ------------------------------------------------------------- Judge Mark S. Wallace of the U.S. Bankruptcy Court Central District of California, Riverside Division, terminated the automatic stay imposed upon Desert Springs Financial LLC in relation to Yun Hei Shin (aka Angie Shin) and Ramon Palm Lanes, Inc. The Movants has sought the Court for relief from the bankruptcy stay to enforce the Judgment they had obtained in their favor under Case No. INC 10003583 against Murray Altman and to proceed collection by foreclosing on the 75% of equity in DSF owned by Altman. Likewise, the Movants has also asked the Court that they be allowed to vote that 75% equity once they have obtained such equity by foreclosure as allowed by normal California law governing LLC’s. The Movants maintain that bankruptcy automatic stays in a corporation under bankruptcy do not stay litigation, or judgment enforcement, against non-debtor co-defendant, which is what individual Murray Altman is, considering that Altman's liability is not for debts owed by the bankrupt Debtor, but instead, the Judgment against Altman is for torts that Altman has committed -- automatic stay will not stay litigation against joint tortfeasors. It is settled law that the "an automatic stay generally does not affect governance issues... shareholders' right to govern their corporation is a prerogative ordinarily uncompromised by reorganization... The automatic stay provisions of the Bankruptcy Code are not implicated by the exercise of shareholders' governance rights." Attorney for Movants Shin & Ramon Palm Lane, Inc.: Kathleen P. March, Esq. THE BANKRUPTCY LAW FIRM, P.C. 10524 W. Pico Boulevard, Suite 212. Los Angeles, CA 90064 Telephone (310) 559-9224 Facsimile: (310) 559-9133 Email: kmarch@BKYLAWFIRM.com Desert Springs Financial LLC filed a chapter 11 petition (Bankr. N.D. Calif. Case No. 16-14859) on May 30, 2016. The single asset real estate debtor is represented by Wayne M. Tucker, Esq., at Orrock Popka Fortino Tucker & Dolen in Redlands, Calif. At the time of the filing the Debtor disclosed $16.75 million in assets and $7.33 million in liabilities. DIAMOND XPRESS: Hires Cowart Reese as Accountant ------------------------------------------------ Diamond Xpress, LLC seeks permission from the U.S. Bankruptcy Court for the Western District of Tennessee to employ Cowart Reese Sargent, CPAs as accountant. The Debtor requires the assistance of an accountant to prepare tax returns and to perform other accounting services. Cowart Reese will charge its usual and customary rates for its accounting services and will submit Applications for Approval of Compensation. Joe M. Enoch of Cowart Reese assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Cowart Reese can be reached at: Joe M. Enoch COWART REESE SARGENT, CPAS 110 West Court Street Dyersburg, TN 38024 Tel: (731) 286-6080 Diamond Xpress, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 16-23669) on April 18, 2016. The Debtor is represented by Russell W. Savory, Esq., at Beard & Savory, PLLC. DIGIPATH INC: Amends Employment Agreement with Todd Denkin ---------------------------------------------------------- DigiPath, Inc., entered into an Amended and Restated Employment Agreement with Todd Denkin, pursuant to which Mr. Denkin will continue to serve as the Company's President, and in addition as its chief operating officer, and as the president of DigiPath's wholly-owned subsidiaries, Digipath Labs Inc. and TNM News Corp. In addition, pursuant to the Denkin Employment Agreement: * The term of Mr. Denkin's employment has been extended for a period of three years from June 21, 2016. * Mr. Denkin will continue to be paid a base salary of $192,000 per annum, and will receive a car allowance of $750 per month. * In the event of the termination of Mr. Denkin's employment by the Company other than for Cause, or by Mr. Denkin for Good Reason (as such terms are defined in the Denkin Employment Agreement), Mr. Denkin will be entitled to aggregate s everance payments equal to 8-months' of his base salary. * Mr. Denkin was awarded a stock option to purchase 2,500,000 shares of the Company's common stock at an exercise price of $0.20 per share. The option vests immediately as to one-half of the shares, one year from the grant date as to one-quarter of the shares, and two years following the grant date as to the remaining one-quarter of the shares. About DigiPath DigiPath, Inc. was incorporated in Nevada on Oct. 5, 2010. DigiPath, Inc. and its subsidiaries support the cannabis industry's best practices for reliable testing, cannabis education and training, and brings unbiased cannabis news coverage to the cannabis industry. The Company reported a net loss of $4.33 million for the year ended Sept. 30, 2015, compared to a net loss of $2.83 million for the year ended Sept. 30, 2014. As of March 31, 2016, Digipath had $1.53 million in total assets, $116,119 in total liabilities and $1.42 million in total stockholders' equity. Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, noting that the Company has recurring losses and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DIGIPATH INC: Appoints Joseph Bianco as Chief Executive Officer --------------------------------------------------------------- The Board of Directors of DigiPath, Inc., appointed Joseph J. Bianco, one of the Company's directors, to serve as the Company's chief executive officer. Todd Denkin, the Company's chief executive officer prior to such appointment, now serves as the Company's president and chief operating officer, and as the president of DigiPath's wholly-owned subsidiaries, Digipath Labs Inc. and TNM News Corp. Mr. Bianco, 65, has been a director of the Company since October 2015 and serves as its Chairman. Mr. Bianco has been the Chief Executive Officer of Whyte Lyon & Company, Inc. since 1984. Mr. Bianco also currently serves as Chairman and CEO of Oak Tree Education. He is also a Director and Chairman of SkinScience Labs, Inc. and of XTOL. He is also Chairman of Evergreen Review, Inc., a not-for-profit revival of a literary magazine prominent in the 1960's and 1970's. Mr. Bianco graduated from Yale Law School where he was an editor of the Law Journal. He began his career teaching law, joining the faculty of Cardozo law school where he became Associate Dean. He authored two books, "The Law of Corporations" (Foundation Press, University Casebook Series), with Yale Prof. Jan Deutsch, and "The Law of Unmarried Couples" (Dell), as well as several scholarly articles. During this period he also consulted to numerous corporations and investment banks, principally on tax matters. In connection with his appointment, Mr. Bianco entered into an Employment Agreement with the Company dated June 21, 2016. Pursuant to the Bianco Employment Agreement: * The term of Mr. Bianco's employment is for a period of three years commencing June 21, 2016. * Mr. Bianco will be paid a base salary of $96,000 per annum and receive a car allowance of $1,250 per month. * In the event of the termination of Mr. Bianco's employment by the Company other than for Cause, or by Mr. Bianco for Good Reason (as such terms are defined in the Bianco Employment Agreement), Mr. Bianco will be entitled to aggregate severance payments equal to 6-months' of his base salary. * Mr. Bianco was awarded a stock option to purchase 4,750,000 shares of the Company's common stock at an exercise price of $0.20 per share. The option vests immediately as to one-half of the shares, one year from the grant date as to one-quarter of the shares, and two years following the grant date as to the remaining one-quarter of the shares. * The letter agreement between Mr. Bianco's affiliate and the Company pursuant to which Mr. Bianco had provided consulting services to the Company has been terminated. About DigiPath DigiPath, Inc. was incorporated in Nevada on Oct. 5, 2010. DigiPath, Inc. and its subsidiaries support the cannabis industry's best practices for reliable testing, cannabis education and training, and brings unbiased cannabis news coverage to the cannabis industry. The Company reported a net loss of $4.33 million for the year ended Sept. 30, 2015, compared to a net loss of $2.83 million for the year ended Sept. 30, 2014. As of March 31, 2016, Digipath had $1.53 million in total assets, $116,119 in total liabilities and $1.42 million in total stockholders' equity. Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, noting that the Company has recurring losses and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DIGIPATH INC: May Issue 11.5M Shares Under Amended Stock Plan ------------------------------------------------------------- The Board of Directors of DigiPath, Inc., amended and restated the Company's 2012 Stock Incentive Plan. The amendments to the Stock Plan, among other things, (i) increase the total number of shares of Common Stock which may be subject to awards issued under the Stock Plan from 3,000,000 to 11,500,000, and (ii) generally update and clarify the terms of the Stock Plan. The Stock Plan provides for the granting to the Company's employees, officers, directors, consultants and advisors of stock options (non-statutory and incentive), restricted stock awards, stock appreciation rights, restricted stock units and other performance stock awards. The purpose of the Stock Plan is to secure for the Company and its stockholders the benefits arising from capital stock ownership by eligible participants who are expected to contribute to the Company's future growth and success. Unless sooner terminated in accordance with its terms, the Stock Plan will terminate on March 5, 2022. The Stock Plan is administered by the Board, which may delegate any or all of its powers under the plan to a committee it appoints. Subject to the terms of the Stock Plan, the Board (or such committee) has the authority to determine the individuals to whom, and the time or times at which, awards are made, the size of each award, and the other terms and conditions of each award (which need not be identical across participants). The Board also has the authority, subject to the express provisions of the Stock Plan, to construe the respective agreements under the plan, proscribe, amend and rescind rules and regulations relating to the plan, accelerate or extend the dates options may be exercised or accelerate the vesting of other stock awards, and make all other determinations which are in the Board's judgment necessary or desirable for the administration of the plan. The Board's construction and interpretation of the terms and provisions of the Stock Plan are final and conclusive. The Board may at any time, and from time to time, modify or amend the Stock Plan in any respect, provided that no such modification or amendment may adversely affect the rights of a participant under an existing stock award that has been previously granted. The Board may at any time suspend or terminate the Stock Plan, provided that any such suspension or termination shall not adversely affect the rights of a participant under any stock award previously granted while the Stock Plan is in effect except with the consent of the participant. About DigiPath DigiPath, Inc. was incorporated in Nevada on Oct. 5, 2010. DigiPath, Inc. and its subsidiaries support the cannabis industry's best practices for reliable testing, cannabis education and training, and brings unbiased cannabis news coverage to the cannabis industry. The Company reported a net loss of $4.33 million for the year ended Sept. 30, 2015, compared to a net loss of $2.83 million for the year ended Sept. 30, 2014. As of March 31, 2016, Digipath had $1.53 million in total assets, $116,119 in total liabilities and $1.42 million in total stockholders' equity. Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, noting that the Company has recurring losses and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DOLLAR TREE: Moody's Affirms Ba2 CFR & Changes Outlook to Positive ------------------------------------------------------------------ Moody's Investors Service changed the ratings outlook for Dollar Tree, Inc. to positive from stable. Moody's also affirmed Dollar Tree's Ba2 Corporate Family Rating, its Ba2-PD Probability of Default Rating and speculative grade liquidity rating of SGL-1. Additionally Moody's affirmed the Ba1 rating of the company's senior secured bank credit facilities and the Family Dollar legacy notes and the Ba3 rating of the company's senior unsecured notes. The change in Dollar Tree's outlook to positive outlook reflects Moody's expectation that the integration of the acquired Family Dollar operations and store base will continue to be smooth and without any major issues which would result in a negative impact on the operating performance of the combined entity. The positive outlook also incorporates Moody's expectation that the company's credit metrics will demonstrate consistent and sustained improvement through increased EBITDA generation and debt prepayments. "The company's strong operating performance demonstrates that the integration of Family Dollar stores is continuing as planned and management continues to focus on improving revenue growth and margins", Moody's Vice President Mickey Chadha stated. "Dollar Tree's credit metrics are therefore expected to continue to improve significantly through increasing EBITDA generation and significant debt prepayments", Chadha further stated. RATINGS RATIONALE Dollar Tree's Ba2 Corporate Family Rating reflects the company's sizable scale and its fixed and multi-price point product offerings. Moody's views the dollar store sector favorably and expects that it will continue to grow given its low price points and convenient locations especially for cash constrained consumers. Moody's expects Dollar Tree's credit metrics to improve in the next 12 months with debt/EBITDA getting to below 4.0 times as the company integrates its July 2015 acquisition of Family Dollar, maintains same store sales growth, increases profitability and prepays debt. Moody's views the Family Dollar acquisition as highly complementary in geographic and product profiles. Moody's believes that operating performance of the Family Dollar store base will continue to improve as management implements strategies to streamline sourcing and procurement, optimize product offerings, improve traffic and increase sales of higher margin variety and seasonal products in Family Dollar stores while also increasing the higher margin private label penetration in the Family Dollar stores. Operating efficiencies and strategic initiatives to minimize costs are also expected to reduce expenses and improve cash flow generation of the combined company. Ratings are also supported by the company's very good liquidity. These ratings are affirmed: Corporate Family Rating at Ba2 Probability of Default Rating at Ba2-PD Senior secured bank credit facilities at Ba1 (LGD2) Family Dollar legacy senior secured notes at Ba1 (LGD2) Senior unsecured notes at Ba3 (LGD5) Speculative Grade Liquidity Rating at SGL-1 A ratings upgrade will require sustained positive same store sales growth, debt/EBITDA approaching 4.0 times, EBIT/interest sustained above 3.25 times, and very good liquidity. Ratings could be downgraded if debt/EBITDA is sustained above 4.75 times and EBIT/interest is sustained below 2.5 times. Ratings could also be downgraded if liquidity deteriorates or if the integration of the acquired Family Dollar stores does not result in expected synergies and improvement in overall profitability of the combined company. The principal methodology used in these ratings was Retail Industry published in October 2015. Combined with Family Dollar Stores, Inc. the company has about 13,770 stores all across the U.S. and 227 stores in Canada under the Family Dollar, Dollar Tree, and Dollar Tree Canada banners. Proforma revenues of the combined companies is about $19.8 billion. DRAW ANOTHER CIRCLE: Frost, Ballard Represent WP Glimcher, Et Al. ----------------------------------------------------------------- Frost Brown Todd LLC and Ballard Spahr LLP, counsel to WP Glimcher Inc., H.L. Libby Corporation, and BC Wood Properties, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware a verified statement pursuant to Rule 2019(a) of the Federal Rules of Bankruptcy Procedure. The names and addresses of the parties represented by FBT and Ballard Spahr in the Chapter 11 cases of Draw Another Circle, LLC, et al., are: WP Glimcher 180 East Broad Street Columbus, Ohio 43215 H.L. Libby 803 Commonwealth Drive Warrendale, Pennsylvania 15086 BC Wood 321 Henry Street Lexington, Kentucky 40508 The nature and amount of disclosable economic interest of each creditor, equity security holder, and party-in-interest represented by FBT and Ballard Spahr is: a. WP Glimcher: WP Glimcher is a creditor in these Chapter 11 cases and the managing agent for certain landlords of the Debtors. WP Glimcher holds a claim against the Debtors in an unknown amount, including but not limited to all amounts due and owing under the leases between the WP Glimcher landlords and the Debtors plus any rejection damages and administrative priority claims for unpaid post-petition rent and other charges; b. H.L. Libby: H.L. Libby is a creditor in these Chapter 11 cases and a managing agent for a certain landlord of the Debtors. H.L. Libby holds a claim against the Debtors in an unknown amount, including but not limited to all amounts due and owing under the lease between the H.L. Libby landlord and the Debtors plus any rejection damages and administrative priority claims for unpaid post- petition rent and other charges; and c. BC Wood: BC Wood is a creditor in these Chapter 11 cases and a managing agent for a certain landlord of the Debtors. BC Wood holds a claim against the Debtors in an unknown amount, including but not limited to all amounts due and owing under the lease between the BC Wood landlord and the Debtors plus any rejection damages and administrative priority claims for unpaid post-petition rent and other charges. WP Glimcher, H.L. Libby, and BC Wood have each requested that FBT and Ballard Spahr represent them and their interests in connection with these Chapter 11 cases. Upon information and belief, as of the date hereof, FBT and Ballard Spahr do not hold any claim against or equity interest in the Debtors. Matthew G. Summers, Esq. Leslie C. Heilman, Esq. BALLARD SPAHR LLP 919 N. Market Street, 11th Floor Wilmington, DE 19801 Tel: (302) 252-4465 Fax: (302) 252-4466 E-mail: heilmanl@ballardspahr.com -- and -- Ronald E. Gold, Esq. FROST BROWN TODD LLC 3300 Great American Tower 301 East Fourth Street Cincinnati, Ohio 45202 Tel: (513) 651-6800 Fax: (513) 651-6981 E-mail: rgold@fbtlaw.com About Draw Another Circle Draw Another Circle, LLC, and four of its subsidiaries, namely, Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and Hastings Internet, Inc., filed voluntary petitions under Chapter 11 of the Bankruptcy Code on June 13, 2016. The main debtor is Draw Another Circle, LLC (Bankr. D. Del. Lead Case No. 16-11452). As of the bankruptcy filing, Hastings operated 123 entertainment superstores, averaging approximately 24,000 square feet, principally in medium-sized markets located in 19 states, primarily in the Northwestern, Midwestern, and Southeastern United States, and had over 3,500 employees. As of the Petition Date, Atlanta-based MovieStop operated 39 destination locations in 10 states, primarily along the Eastern United States Coast. Headquartered in Franklin, Massachusetts, SP Images, Inc., is a distributor of sports and entertainment products and apparel. Hastings, MovieStop and SPI are each wholly-owned subsidiaries of DAC. The Debtors tapped Whiteford, Taylor & Preston LLC and Cooley LLP as attorneys; RCS Real Estate Advisors as lease disposition consultants; FTI Consulting as financial advisor; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. DRAW ANOTHER CIRCLE: Taps Rust/Omni as Claims and Noticing Agent ---------------------------------------------------------------- Draw Another Circle, LLC and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Rust Consulting/Omni Bankruptcy as claims and noticing agent. The Debtors require Rust/Omni to: (a) prepare and serve required notices and documents in the cases in accordance with the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure in the form and manner directed by the Debtors and/or the Court, including (i) notice of the commencement of the Cases and the initial meeting of creditors under Bankruptcy Code section 341(a), (ii) notice of any claims bar date, (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan and (vii) all other notices, orders, pleadings, publications and other documents as the Debtors or Court may deem necessary or appropriate for an orderly administration of the Cases; (b) maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors' known creditors and the amounts owed thereto; (c) maintain (i) a list of all potential creditors, equity holders and other parties-in-interest; and (ii) a "core" mailing list consisting of all parties described in sections 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists available upon request by a party-in-interest or the Clerk; (d) furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information on a customized proof of claim form provided to potential creditors; (e) maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (f) for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within 7 business days of service which includes (i) either a copy of the notice served or the docket numberss and titles of the pleadings served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; (g) process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; (h) maintain the official claims register for each Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classifications of the claim (e.g., secured, unsecured, priority, etc.), (vi) the applicable Debtor, and (vii) any disposition of the claim; (i) implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; (j) record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); (k) relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Rust/Omni, not less than weekly; (l) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review; (m) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; (n) assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtors or the Court, including through the use of a case website and/or call center; (o) if the case is converted to chapter 7, contact the Clerk's Office within 3 days of the notice to Rust/Omni of entry of the order converting the case; (p) 30 days prior to the close of these Cases, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing Rust/Omni and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of these Cases; (q) within 7 days of notice to Rust/Omni of entry of an order closing the Cases, provide to the Court the final version of the claims register as of the date immediately before the close of the Cases; and (r) at the close of these Cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at 14700 Townsend Road, Philadelphia, PA 19154- 1096 or (ii) any other location requested by the Clerk's Office. Rust/Omni will be paid at these hourly rates: Clerical Support $26.25-$37.50 Project Specialists $48.75-$63.75 Project Supervisors $63.75-$78.75 Consultants $78.75-$105 Technology/Programming $82.50-$123.75 Senior Consultants $131.25-$146.25 Equity Services $168.75 Prior to the Petition Date, the Debtors provided Rust/Omni a retainer in the amount of $20,000. Rust/Omni will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul H. Deutch, executive managing director of Rust/Omni, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Rust/Omni can be reached at: Paul H. Deutch Rust Consulting/Omni Bankruptcy 1120 Avenue of the Americas 4th Floor New York, NY 10036 Tel: (212) 302-3580 Fax: (212) 302-3820 About Draw Another Circle Draw Another Circle, LLC and four of its subsidiaries, namely, Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and Hastings Internet, Inc., filed voluntary petitions under Chapter 11 of the Bankruptcy Code on June 13, 2016. The main debtor is Draw Another Circle, LLC (Bankr. D. Del. Lead Case No. 16-11452). As of the bankruptcy filing, Hastings operated 123 entertainment superstores, averaging approximately 24,000 square feet, principally in medium-sized markets located in 19 states, primarily in the Northwestern, Midwestern, and Southeastern United States, and had over 3,500 employees. As of the Petition Date, Atlanta-based MovieStop operated 39 destination locations in 10 states, primarily along the Eastern United States Coast. Headquartered in Franklin, Massachusetts, SP Images, Inc., is a distributor of sports and entertainment products and apparel. Hastings, MovieStop and SPI are each wholly-owned subsidiaries of DAC. The Debtors tapped Whiteford, Taylor & Preston LLC and Cooley LLP as attorneys; RCS Real Estate Advisors as lease disposition consultants; FTI Consulting as financial advisor; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. EIRE MCNAB: Trustee Taps Genovese Joblove as Legal Counsel ---------------------------------------------------------- The Chapter 11 trustee of Eire McNab, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Genovese, Joblove & Battista, P.A. as her legal counsel. Nicole Testa Mehdipour, the bankruptcy trustee, tapped the firm in connection with the Debtor's Chapter 11 case. The hourly rates for the Genovese attorneys range from $250 to $600. Meanwhile, the rates for legal assistants and paralegals range from $75 to $200. Mariaelena Gayo-Guitian, Esq., disclosed in a court filing that the firm does not represent any interests adverse to the Debtor. The firm can be reached through: Mariaelena Gayo-Guitian, Esq. Genovese, Joblove & Battista, P.A. 200 E. Broward Blvd., Suite 1110 Ft. Lauderdale, Florida 33301 Tel: (954) 453-8000 Fax: (954) 453-8010 Email: bgruher@gjb-law.com About Eire McNab Eire McNab, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-14976) on April 6, 2016. The petition was signed by Mark Spillane, manager. The Debtor is represented by Matthew S. Kish, Esq., at Kish Law Firm, PLLC. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. ELITE PHARMACEUTICALS: Lincoln Park Offers to Sell 63M Shares ------------------------------------------------------------- Elite Pharmaceuticals, Inc., filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the offer and sale of up to 63,000,000 shares of common stock, par value $0.001, of Elite Pharmaceuticals, Inc., Lincoln Park Capital Fund, LLC. The shares of common stock being offered by the selling shareholder have been or may be issued pursuant to the purchase agreement dated April 10, 2014 that the Company entered into with Lincoln Park. The prices at which Lincoln Park may sell the shares will be determined by the prevailing market price for the shares or in negotiated transactions. The registration statement is a combined prospectus relating to an aggregate of 63,000,000 shares of Common Stock that the Company has issued and may issue to Lincoln Park, including 35,869,227 shares of Common Stock being registered and 27,130,773 shares that were registered under the Prior Registration Statement and remain unsold. The Company is not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by the selling shareholder. The selling shareholder may sell the shares of common stock described in this prospectus in a number of different ways and at varying prices. The Company will pay the expenses incurred in registering the shares, including legal and accounting fees. The Company's common stock is currently quoted on the Over-the-Counter Bulletin Board, or the OTCBB, under the symbol "ELTP". On June 22, 2016, the last reported sale price of the Company's common stock on the OTCBB was $0.32. A full-text copy of the Form S-1 is available for free at: https://is.gd/6SLxmA About Elite Pharmaceuticals Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a specialty pharmaceutical company principally engaged in the development and manufacture of oral, controlled-release products, using proprietary technology and the development and manufacture of generic pharmaceuticals. The Company has one product, Phentermine 37.5mg tablets, currently being sold commercially. Elite reported net income attributable to common shareholders of $28.9 million on $5 million of total revenues for the year ended March 31, 2015, compared to a net loss attributable to common shareholders of $96.5 million on $4.6 million of total revenues for the year ended March 31, 2014. As of Dec. 31, 2015, the Company had $27.1 million in total assets, $29.2 million in total liabilities, $58.4 million in convertible preferred shares and a $60.5 million total stockholders' deficit. ENERGY FUTURE: Luminant Selling Spare Compressor for $727,000 ------------------------------------------------------------- Energy Future Holdings Corp., et al., on June 28, 2016, filed with the U.S. Bankruptcy Court for the District of Delaware a notice disclosing a proposed sale of de minimis assets on these terms: * Transfer Assets: One spare compressor rotor and other spare parts salvaged from Sweetwater Plant demolition. * Debtor/Seller: Luminant Generation Company LLC ("Luminant") Purchaser: ACT Industrial Services (together with Luminant, the "Parties"). * Marketing/Sales Process: Luminant did not market the compressor rotor or the spare parts for sale, although it did determine that the "trade-in" value of the spare rotor was $250,000.00. * Price/Terms: $726,555.00 in repair services toward Luminant's remaining rotor. * Book Value: $0.00 – None of the parts to be transferred are held on Luminant's books as inventory and some of the spare parts have no use in the Debtors' current fleet. * Other Significant Terms: To determine the value to be given for the proposed trade, the Parties used the value of the transfer assets as new and then depreciated using the number of hours and starts and number of repairs completed. The value was determined to be $716,707.00. Once an agreement between the Parties has been signed, the repair services will begin immediately, as will the transfer of assets. * Known Encumbrances: None * Other Known Affected/ Interested Governmental/ Regulatory Entities: None The Debtors on June 3, 2016, had won entry of an Amended and Superseding Order Establishing Procedures to Sell, Transfer, or Abandon Certain De Minimis Assets, whereby the Court authorized the Debtors to sell or transfer certain surplus, obsolete, noncore, unused, or burdensome assets (collectively, the "De Minimis Assets"). About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of only of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. * * * In December 2015, the Bankruptcy Court confirmed the Debtors' Sixth Amended Joint Plan of Reorganization. In May 2016, certain first lien creditors of TCEH delivered a Plan Support Termination Notice to the Debtors and the other parties to the Plan Support Agreement, notifying the parties of the occurrence of a Plan Support Termination Event. The delivery of the Plan Support Termination Notice caused the Confirmed Plan to become null and void. Following the occurrence of the Plan Support Termination Event as well as the termination of a roughly $20 billion deal to sell the Debtors' stake in Oncor Electric Delivery Co., the Debtors filed the Plan of Reorganization and the Disclosure Statement with the Bankruptcy Court on May 1, 2016. On May 11, they filed an amended joint plan of reorganization and a related disclosure statement. In June 2016, Judge Sontchi approved the disclosure statement explaining Energy Future Holdings Corp., et al.'s second amended joint plan of reorganization of the TCEH Debtors and the EFH Shared Services Debtors, and scheduled the hearing to confirm the Plan to begin at 10:00 a.m. (prevailing Eastern Time) on August 17, 2016. ERNEST GEORGE ALTMANN: Court Denies 6th Ex Parte Bid ---------------------------------------------------- Judge Ronald H. Sargis of the United States Bankruptcy Court for the Eastern District of California denied without prejudice the sixth ex parte motion filed by Ernest George Altman titled "Motion for Relief From Foreclosure Forged and Incomplete Documents Criminal Forgery of Documents Violation of Financial Code Section 4973 No Legal documents securing any rights to 15923 Sonora Rd, Ca 95361 produced." Judge Sargis found that no grounds have been provided to the court to show: (1)exercise of federal court jurisdiction is proper; (2) if federal jurisdiction exists, that it is proper for the federal judge to exercise such jurisdiction to determine the non-bankruptcy issues; nor (3) grounds for granting the relief demanded. The case is In re: ERNEST GEORGE ALTMANN, Debtor, Case No. 16-90363-E-11 (Bankr. E.D. Cal.). A full-text copy of Judge Sargis' June 27, 2016 order is available at http://bankrupt.com/misc/caeb2016-90363-78.pdf. FINJAN HOLDINGS: Prevails Blue Coat' Challenges Before USPTO ------------------------------------------------------------ Finjan Holdings, Inc., announced that the Patent Trial and Appeal Board for the United States Patent and Trademark Office has ruled in Finjan's favor on four Petitions for Inter Partes Review and related Motions for Joinder filed by Blue Coat Systems, Inc. This month, the PTAB denied institution of three Blue Coat IPRs and accepted a Motion for Dismissal of a fourth. Specifically, the PTAB denied Blue Coat's Petitions for IPR challenging Finjan's U.S. Patent Nos. 6,804,780 (IPR2016-00492), 6,965,968 (IPR2016-00479), and 7,418,731 (IPR2016-00493) and determined Blue Coat's Petitions were time-barred, given they were filed more than one year from the date Finjan served its complaint alleging infringement. The PTAB also denied Blue Coat's three related Motions as moot, since it had earlier determined that Palo Alto Networks' underlying petitions each failed to demonstrate a reasonable likelihood that it would prevail with respect to at least one challenged claim of the patent at issue under 35 U.S. C. §314(a). Blue Coat's IPR challenge to Finjan's U.S. Patent No. 6,154,844 (IPR2016-00498) was dismissed on Blue Coat's motion, although the PTAB noted that this Petition would have also been time-barred and the Motion for Joinder would have been denied as moot, since it also earlier denied Symantec's underlying petition. Finjan has pending infringement lawsuits against FireEye, Inc., Sophos, Inc., Symantec Corp., and Palo Alto Networks., relating to, collectively, more than 20 patents in the Finjan portfolio. The court dockets for the foregoing cases are publicly available on the Public Access to Court Electronic Records (PACER) website, www.pacer.gov, which is operated by the Administrative Office of the U.S. Courts. About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Finjan Holdings reported a net loss of $12.6 million in 2015, a net loss of $10.5 million in 2014 and a net loss of $6.07 million in 2013. As of March 31, 2016, Finjan Holdings had $8.10 million in total assets, $2.78 million in total liabilities and $5.32 million in total stockholders' equity. FOODSERVICEWAREHOUSE.COM: Taps R2 Advisors as Financial Advisor --------------------------------------------------------------- FoodServiceWarehouse.com, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire r2 Advisors, LLC as its financial advisor. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) crisis and liquidity management; (b) assessing the financial condition, operations and management including viability; (c) developing a rolling 13-week cash flow projection to manage liquidity and provide comfort to the Debtor's board and lenders that adequate cash flow and financial controls and reports are in place and will be rendered; (d) analyzing short term and long term options and strategies for the Debtor; and (e) analyzing the financial fairness of any proposed M&A transactions or strategic options for the Debtor. The firm's professionals and their hourly rates are: Managing Director $350 Senior Director $200 - $300 Director $100 - $200 Analyst $50 - $100 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. Thomas Kim, managing director, disclosed in a court filing that his firm does not represent any interests adverse to Debtor. The firm can be reached through: Thomas M. Kim r2 Advisors, LLC 1350 17th Street, Suite 206 Denver, CO 80202 Telephone: (303) 865-8460 Email: tkim@r2llc.com About FoodServiceWarehouse.com FoodServiceWarehouse.com, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 16-11179) on May 20, 2016. The petition was signed by Thomas Kim, chief restructuring officer. The Debtor is represented by Barry W. Miller, Esq., at Heller, Draper, Patrick, Horn & Dabney, L.L.C. The case is assigned to Judge Elizabeth Magner. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. FRAC SPECIALISTS: Panel Taps Lain Faulkner as Financial Advisor --------------------------------------------------------------- The official committee of unsecured creditors of Frac Specialists, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Lain, Faulkner & Co., P.C. as its financial advisor. The committee tapped the firm to provide these services in connection with its Chapter 11 case: (a) serving as the primary point of contact for the estates of Frac Specialists and its affiliates on the bid procedures approved by the court; (b) assisting the committee in carrying out its duties and rights; (c) if necessary, assisting the chief restructuring officer in the day-to-day operations of the Debtors' businesses; (d) advising the committee on matters relevant to confirmation of any plan in the Debtors' cases; (e) providing testimony in court on behalf of the committee; and (f) performing such role under any plan as the committee so requests, including services as a liquidating trustee. The firm's professionals and their hourly rates are: Shareholders $375 - $450 CPAs/Accounting Professionals $240 - $350 IT Professionals $250 Staff Accountants $150 - $225 Clerical Staff $80 - $95 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. In a court filing, Dennis Faulkner, a shareholder, disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Dennis Faulkner Lain, Faulkner & Co., P.C. 400 N. St. Paul Street, Suite 600 Dallas, Texas 75201 Phone: 214-720-7217 Fax: 214-720-1450 About Frac Specialists Frac Specialists, LLC, Cement Specialists, LLC, and Acid Specialists, LLC, are oilfield service providers serving the exploration and production industry within the Permian Basin. Noble Natural Resources, LLC, Javier Urias and Alex Hinojos collectively own 100% of the membership interests in the Companies. The Companies sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 15-41974), on May 17, 2015. Larry P. Noble signed the petitions as manager. On May 27, 2015, the Court directed the joint administration of the cases. The Debtors disclosed $61,675,313 in assets and $57,982,488 in liabilities. Judge Michael Lynn presides over the cases. The Debtors tapped Lynda L. Lankford, Esq., and Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, as their counsel. The Debtors hired CBRE, Inc. as their real estate appraiser. The U.S. Trustee appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq., at Dykema Cox Smith. FRAMINGHAM 300 HOWARD: To Sell Properties to Pay Bank Loans ----------------------------------------------------------- Framingham 300 Howard, LLC, Forest Street Building 165, LLC, and East Main Street Building 57, LLC, filed with the U.S. Bankruptcy Court for the District of Massachusetts an amended joint plan of reorganization and amended disclosure statement, which contemplate the sale of the Debtors' respective properties located at 1 Grant Street, in Framingham, Massachusetts; 57 East Main Street, in Westborough, Massachusetts; and 165 Forest Street, in Marlborough, Massachusetts. The senior secured lender, Santander Bank, N.A., will be paid from the sale proceeds. As of September 2015, Santander asserts it is owed: -- $5,114,642.92 from Howard Street, -- $4,106,028.26 from East Main, -- $4,913,898.40 from Forest Street, and -- $588,164 under an October 2009 Term Note. The Debtors, with the assistance of the buyers of two of the properties, will establish a plan fund to pay outstanding administrative expenses and to create a $10,000 pool of money in each case from which a pro rata dividend will be paid to the holders of allowed general unsecured claims. The Debtors own and operate the real properties in Massachusetts. The Debtors are managed by RMA Management, LLC, whose principal is David Depietri. The economic downturn beginning in 2008 severely hindered the Debtors' operations. While the Debtors were able to barely continue operations for many years, the inability to sell or refinance the real properties due to the Amalgamated Bank liens caused the Debtors to fall behind in their obligations. The Debtors were forced to file bankruptcy because Santander, the creditor holding a first mortgage lien on the Property, had scheduled foreclosure sales for the Debtors' real property. A full-text copy of the Amended Disclosure Statement is available at http://bankrupt.com/misc/mab15-42232-84.pdf The Debtors are represented by: John M. McAuliffe, Esq. Kathryn Pellegrino, Esq. MCAULIFFE & ASSOCIATES, P.C. 430 Lexington Street Newton, MA 02466 Tel: (617) 558-6889 Fax: (617) 559-6882 Email: kathryn@jm-law.net Framingham 300 Howard, LLC, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 15-42232) on November 19, 2015, and disclosed $0 to $50,000 in estimated assets and $1 million to $10 million in estimated debts at the time of filing. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/mab15-42232.pdf East Main Street Building 57, LLC, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 15-42224) on November 18, 2015, and disclosed $1 million to $10 million in estimated assets and $10 million to $50 million in estimated debts. A list of East Main Street's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/mab15-42224.pdf Forest Street Building 165, LLC, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 15-42221) on November 18, 2015, and disclosed $1 million to $10 million in estimated assets and $10 million to $50 million in estimated debts. The Debtors are represented by John M. McAuliffe, Esq., at McAuliffe & Associates, P.C., in Newton, Massachusetts. The petitions were signed by David P. Pepietri, member of Framingham Triangle, LLC. FREEDOM COMMS: Wants Plan Filing Deadline Moved to Aug. 31 ---------------------------------------------------------- Freedom Communications, Inc., et al., ask the U.S. Bankruptcy Court for the Central District of California to extend the exclusivity period for an additional period of approximately 60 days, by which the Debtors and the Official Committee of Unsecured Creditors have to file a joint Chapter 11 plan, from June 28, 2016, to and including Aug. 31, 2016, and further extending the solicitation exclusivity period for an additional period of approximately 60 days, during which only the Debtors and the Committee may solicit acceptances to their joint plan, from Aug. 27, 2016, to and including Oct. 30, 2016. Since the beginning of these Chapter 11 cases, the Debtors have directed their efforts toward marketing their assets and soliciting offers for the purchase of their assets. The Debtors were able to secure a purchaser for substantially all of the Debtors' assets, the purchaser being MediaNews Group, Inc., dba Digital First Media, and on March 31, 2016, the sale to DFM closed. Initially, the Debtors were not in a position to file a plan and disclosure statement prior to the conclusion of the sale of their assets, as the proceeds from the sale is the source of funding for the plan. Now that the sale to DFM has closed, the Debtors together with the Committee have been focusing their attention on negotiating and preparing a joint Chapter 11 plan of liquidation pursuant to which, among other things, the proceeds of the sale will be distributed. In order to assist the Debtors and the Committee in formulating a plan an accurate amount of estimated liabilities needs to be determined. In that regard, the Debtors have and are continuing to review the claims filed against the Debtors' estates, have commenced the preparation of various omnibus objections and anticipate filing the same within the next 30 days. Moreover, the Debtor, SPV II, initiated and resolved an adversary proceeding against Angelo, Gordon Management, LLC, regarding the amount of Angelo Gordon's allowed unsecured claim in certain of the Chapter 11 cases. The resolution of Angelo Gordon's claim was critical to formulation of any plan. Under these circumstances, the factors traditionally considered by bankruptcy courts overwhelmingly support extending the exclusivity periods. The sale of the Debtors' assets was critical in that the proceeds from the sale is the source of funding for the plan. Now that the sale to DFM has closed, the Debtors and the Committee have been discussing the filing of a joint plan of liquidation and are focusing their attention on negotiating and preparing a joint Chapter 11 plan of liquidation pursuant to which, among other things, the proceeds of the sale will be distributed. The Debtors undisputed post-petition obligations continue to be paid by the Debtors or by DFM, to the extent it assumed the obligations. The resolution of the Angelo Gordon claim has freed up a substantial amount of cash that will enable the Debtors to continue to pay their post-petition obligations. The Debtors are also current on all post-petition U.S. Trustee fees. The cases consist of 25 jointly administered, but not consolidated, estates. While the joint administration of the cases has eliminated a large degree of administrative complications, the Debtors did have to spend time that other debtors would not, completing and filing 25 schedules of assets and liabilities and statements of financial affairs. In addition, the estates consisted of approximately $51.2 million of allegedly secured debt and approximately $47 million1 in unsecured debt, with an estimated number of 2,450 creditors (consisting of secured creditors, priority creditors and unsecured creditors. The Debtors' counsel can be reached at: William N. Lobel, Esq. Alan J. Friedman, Esq. Beth E. Gaschen, Esq. LOBEL WEILAND GOLDEN FRIEDMAN LLP 650 Town Center Drive, Suite 950 Costa Mesa, California 92626 Tel: (714) 966-1000 Fax: (714) 966-1002 E-mail: wlobel@lwgfllp.com afriedman@lwgfllp.com bgaschen@lwgfllp.com The Committee's counsel can be reached at: Robert J. Feinstein, Esq. Jeffrey W. Dulberg, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard, 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 E-mail: rfeinstein@pszjlaw.com jdulberg@pszjlaw.com About Freedom Communications Headquartered in Santa Ana, California, Freedom Communications, Inc., owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications and 24 of its affiliates sought Chapter 11 bankruptcy protection in California with the intention of selling their assets to a group of local investors led by Rich Mirman, Freedom's chief executive officer and publisher. Headquartered in Santa Ana, California, Freedom owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on Nov. 1, 2015. Richard E. Mirman signed the petition as chief executive officer. Lobel Weiland Golden Friedman LLP serves as the Debtors' counsel. Freedom Communications Holdings estimated both assets and liabilities in the range of $10 million to $50 million. FRESH & EASY: Exclusive Plan Filing Deadline Moved to July 28 ------------------------------------------------------------- The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware has extended Fresh & Easy, LLC's exclusive plan filing period through July 28, 2016, and exclusive period to solicit acceptances of the plan through Aug. 29, 2016. As reported by the Troubled Company Reporter on May 30, 2016, the Debtor asked the Court to extend (i) the exclusive plan filing period by 30 days, through and including June 28, 2016, and (ii) the exclusive solicitation period by 30 days, through and including July 27, 2016; and (b) permitting the Debtor to extend the exclusive periods for three additional 30-day periods (for a total extension of 120 days) upon the submission, and entry, of a stipulated order between the Debtor and the Official Committee of Unsecured Creditors extending the Exclusive Periods. The extension requested will provide the Debtor and its advisors the opportunity to fully negotiate, confirm and implement the terms of a Chapter 11 plan for the distribution of assets to creditors. About Fresh & Easy Fresh & Easy, LLC, a chain of grocery stores in the Southwest United States, filed a Chapter 11 bankruptcy petition (Bankr. D. Del., Case No. 15-12220) on Oct. 30, 2015. The petition was signed by Peter McPhee, the chief financial officer. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $100 million. Judge Christopher S. Sontchi is assigned to the case. The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy Solutions, LLC, as claims and noticing agent, DJM Realty Services, LLC, and CBRE Group, Inc., as real estate consultants and FTI Consulting, Inc., as restructuring advisors. * * * The Debtor has undertaken the process of liquidating the estate's assets located at its retail locations and distribution center with the assistance of Hilco Merchant Resources, LLC, and Industrial Assets Corp., respectively, has engaged DJM Realty Services, LLC, and CBRE, Inc., to market its leasehold interests, and has recently engaged Hilco Streambank to assist with the disposition of its intellectual property. As part of the claims process, a bar date of Feb. 19, 2016, was established by the Court for creditor claims. GAWKER MEDIA: Hires Ropes & Gray as Counsel ------------------------------------------- Gawker Media LLC, et al., seek authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ Ropes & Gray LLP as counsel for the Debtors, effective as of May 11, 2016. A hearing on the Debtors' request is set for July 7, 2016, at 2:00 p.m. (ET). Objections must be filed by July 1, 2016, at 5:00 p.m. (ET). The Firm will provide these services: a. advising the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and properties; b. advising and consulting on the conduct of these Chapter 11 cases, including all of the legal and administrative requirements of operating in Chapter 11; c. advising the Debtors in connection with the potential sale of substantially all of their assets; d. attending meetings and negotiating with representatives of creditors and other parties in interest; e. taking all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations concerning litigations in which the Debtors are involved, including objections to the claims filed against the Debtors' estates; f. preparing pleadings in connection with these Chapter 11 cases, including motions, applications, answers, orders, reports and papers necessary or otherwise beneficial to the administration of the Debtors' estates; g. representing the Debtors in connection with obtaining authority to obtain postpetition financing; h. appearing before the Court and any appellate courts to represent the interests of the Debtors' estates; i. advising the Debtors regarding related tax matters; j. taking any necessary action on behalf of the Debtors to negotiate, draft, and obtain approval of a Chapter 11 plan and all documents related thereto; and k. performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. The Firm will be paid at these hourly rates: Partner $880-$1,450 Counsel $605-$1,425 Associate $460-$1,050 Paralegals $160-$415 The Firm represented the Debtors for approximately six weeks prior to the Petition Date. For services incurred prior to the Petition Date, Ropes & Gray agreed to a certain fee structure that provided for a limited discount to its ordinary hourly rates, only in connection with services for preparing the Debtors for the filing of a case under Chapter 11 and a possible sale to a third party, as set forth more fully in the engagement letter. This discount was negotiated because prior to the retention of the Firm, the Debtors had engaged another law firm to advise on and prepare for a possible Chapter 11 filing. Accordingly, the Firm agreed to this limited discount, due to the fact that some of the work the Firm would be performing would overlap with work performed by the prior-engaged law firm. The agreed discount was to provide a $100,000 credit for the first $100,000 of fees incurred $750,000 and a 15% discount on additional fees after total fees exceeded $850,000 through the Petition Date. The Debtors paid $300,000 to the Firm on May 17, 2016, as an advance payment retainer. As of the Petition Date, the Debtors' retainer balance with the Firm was approximately $279,000 as a result of the Debtors' use of approximately $21,00 of the $100,000 credit. Subject to the Court's approval, the Firm intends to apply this advance to any outstanding amounts relating to the period prior to the Petition Date that were not processed through the Firm's billing system as of the Petition Date. The amount of the advance payment retainer to be applied will reflect the discount the Firm agreed to provide the Debtors, and the Firm will retain the balance as a postpetition retainer to be applied to the fees and expenses approved in the Firm's final fee application. The amounts the Firm has invoiced the Debtors for professional services and for reimbursement of reasonable and necessary expenses incurred in connection therewith, which were paid by application against the retainer. The Firm will apply for compensation for professional services rendered and reimbursement of expenses incurred in connection with the Debtors' Chapter 11 cases in compliance with Sections 330 and 331 of the Bankruptcy Code and applicable provisions of the Bankruptcy Rules, Local Rules, and any other applicable procedures and orders of the Court. The Firm also intends to make a reasonable effort to comply with the U.S. Trustee's requests for information and additional disclosures as set forth in the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. Section 440 by Attorneys in Larger Chapter 11 Cases, effective as of Nov. 1, 2013, both in connection with the application and the interim and final fee applications to be filed by the Firm in these Chapter 11 cases. The Firm agreed to (i) a credit of $100,000 upon the realization by the Firm of billed and collected fees in the amount of $750,000 to be applied to fees in excess of $750,000; (ii) a discount of 15% for professional fees in excess of $850,000 (calculated before applying the $100,000 credit) through the commencement of a case under Chapter 11 of the Bankruptcy Code. The Firm further agreed that, in the event that aggregate fees prior to the commencement, were less than $750,000 but greater than $100,000, to provide a discount of 10%. None of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case. The Firm has represented the Debtors since May 11, 2016. The limited discount for services provided prepetition would not apply to fees incurred by the Firm incurred subsequent to the filing of a petition under Chapter 11 of the Bankruptcy Code. The Firm will be billing at its standard hourly rates, with all fees and expenses being subject to approval of the Bankruptcy Court, subsequent to the commencement of a case under Chapter 11 of the Bankruptcy Code. The Debtors' management, Chief Restructuring Officer, and the Firm are working on a budget for this case, but this budget has not been formally adopted by the Debtors' Board of Directors. The budget will reflect that the Firm will assist the Debtors in selling substantially all of the Debtors' assets, negotiating with creditors and other constituencies, complying with disclosure and other Chapter 11 obligations, and pursuing distribution to creditors through a Chapter 11 plan. The budget necessarily involves a projection of future events with limited information and is subject to change as the case develops. The Debtors recognize that it is possible that in these Chapter 11 cases there may be unforeseen fees and expenses that will need to be addressed by the Debtors and the Firm. The Firm will work with the Debtors to develop a staffing plan to accompany the budget. The Debtors anticipate the budget and staffing plan will be presented to the board for approval by July 5, 2016. Gregg M. Galardi, Esq., a partner at the Firm, assures the Court that the Firm is a disinterested person within the meaning of Bankruptcy Code section 101(14). The Firm can be reached at: ROPES & GRAY LLP Gregg M. Galardi, Esq. Jonathan P. Gill, Esq. Kristina K. Alexander, Esq. Stacy A. Dasaro, Esq. 1211 Avenue of the Americas New York, NY 10036-8704 Tel: (212) 596-9000 Fax: (212) 596-9090 E-mail: gregg.galardi@ropesgray.com jonathan.gill@ropesgray.com kristina.alexander@ropesgray.com stacy.dasaro@ropesgray.com About Gawker Media Founded in 2002 by Nick Denton, Gawker Media is privately held online media company operating seven distinct media brands with corresponding websites under the names Gawker, Deadspin, Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's various Websites cover, among other things, news and commentary on current events, politics, pop culture, sports, cars, fashion, productivity, technology and video games. Gawker sought bankruptcy protection after being ordered to pay $140.1 million in connection with an invasion of privacy lawsuit arising from publication of a report and commentary and accompanying sex video involving Terry Gene Bollea. New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. -- filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides over the Debtors' cases. Affiliates Gawker Media Group, Inc. and Budapest, Hungary-based Kinja, Kft. filed separate Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-11719 and 16-11718) on June 12, 2016. The cases are jointly administered. Gregg M. Galardi, Esq., David B. Hennes, Esq. and Michael S. Winograd, Esq., at Ropes & Gray LLP serve as counsel to the Debtors. William Holden at Opportune LLP serves as Gawkers' chief restructuring officer. Houlihan Lokey Capital, Inc. serves as the Debtors' investment banker. Prime Clerk LLC serves as claims, balloting and administrative agent. Houlihan Lokey was retained by the Debtors on May 16, 2016, to explore the possibility of a sale of all or substantially all of the Debtors' assets, with the goal of maximizing return to the Debtors' estates in the event of a possible chapter 11 filing. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. GAWKER MEDIA: Taps Houlihan Lokey as Investment Banker ------------------------------------------------------ Gawker Media LLC, et al., seek authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ Houlihan Lokey Capital, Inc., to serve as the Debtors' investment banker effective nunc pro tunc to the Petition Date. A hearing on the Debtors' request is set for July 7, 2016, at 2:00 p.m. (ET). Objections must be filed by July 1, 2016, at 5:00 p.m. (ET). The Firm will provide these services: (a) reviewing and analyzing the business, operations, properties, capital structure, financial condition and prospects of the Debtors; (b) preparing and assisting the Debtors in the development of investor and other stakeholder lists, communicating with potential investors and other stakeholders and preparing and distributing appropriate information, documents and other materials, including, if appropriate, preparing and assisting the Debtors in the preparation of an information memorandum; (c) analyzing and structuring various potential transaction scenarios and the potential impact of these scenarios on the value of the Debtors and the recoveries of those stakeholders impacted by any potential transaction(s) and providing strategic advice with respect to any transaction(s); (d) assisting the Debtors in evaluating indications of interest and proposals regarding any Transaction(s) from current and potential lenders, equity investors, acquirers and strategic partners; (e) coordinating the data room and due diligence investigations of potential counterparties to a potential transaction; (f) assisting the Debtors with the structuring and negotiation of any transaction(s), including participating in negotiations with creditors and other parties involved in any transaction(s); (g) providing expert advice, testimony and certain agreed upon valuation summaries, guidance and other traditional supporting materials regarding financial matters related to and in support of any transaction(s), if necessary; (h) developing financial and operational data and presentations with respect to the Debtors and attending and presenting at meetings of the Debtors' Board of Directors, creditor groups, official constituencies and other interested parties, as may be appropriate; (i) providing financial advice and assistance to the Debtors in structuring any new securities to be issued under any transactions(s); and (j) providing other financial advisory and investment banking services as may be required by additional issues and developments not anticipated by the engagement agreement, as mutually agreed by the parties hereto. The Firm will be paid: (a) on the 16th day of each month commencing a nonrefundable cash fee of $150,000, subject to certain reductions in respect of the completion of a transaction; (b) transaction fee(s): (i) upon the closing of a sale transaction, the Firm will earn, and the Debtors will thereupon pay immediately and directly from the gross proceeds of the sale transaction, as a cost of the sale transaction, a cash fee based upon Aggregate Gross Consideration, calculated as: For AGC up to $50 million: $1,250,000, plus For AGC from $50 million to $100 million: 2% of the incremental AGC, plus For AGC from $100 million to $150 million: 3% of such incremental AGC, plus For AGC over $150 million: 5% of the incremental AGC; (ii) upon the earlier to occur of: (i) in the case of an out-of-court restructuring transaction, the closing of the Restructuring Transaction; and (ii) in the case of an in-court restructuring transaction, the effective date of a confirmed plan of reorganization or liquidation under Chapter 11 or Chapter 7 of the Bankruptcy Code, the Firm will earn, and the Debtors will promptly pay to the Firm a cash fee Restructuring Transaction of $1,750,000. (iii) upon the closing of each financing transaction, the Firm will earn, and the Debtors will thereupon pay immediately and directly from the gross proceeds of the Financing Transaction, as a cost of such Financing Transaction, a cash fee, (x) in the case of a Financing Transaction raising gross proceeds equal to or greater than $15,000,000, equal to the greater of (A) $1,000,000, or (B) the sum of: (I) 2% of the gross proceeds of any indebtedness raised or committed that is senior to other indebtedness of the Debtors, secured by a first priority lien and unsubordinated, with respect to both lien priority and payment, to any other obligations of the Debtors; (II) 4% of the gross proceeds of any indebtedness raised or committed that is secured by a lien (other than a first lien), is unsecured and is subordinated; and (III) 5% of the gross proceeds of all equity or equity-linked securities (including, without limitation, convertible securities and preferred stock) placed or committed and (y) in the case of a Financing Transaction raising gross proceeds less than $15,000,000, equal to the greater of (A) $150,000 or (B) 3% of the gross proceeds of the Financing Transaction. Any warrants issued in connection with the raising of debt or equity capital will, upon the exercise thereof, be considered equity for the purpose of calculating the Financing Transaction Fee, and the portion of the Financing Transaction Fee will be paid upon such exercise and from the gross proceeds thereof, regardless of any prior termination or expiration of the Engagement Agreement. To the best of the Debtors' knowledge the Firm (a) is a "disinterested person," as the term is defined in Section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code and, as required by Section 327(a) and referenced by Section 328(c) of the Bankruptcy Code, and except as disclosed and described in the Sheollenbarger Declaration, neither holds nor represents any interest adverse to the Debtors and the Debtors' estates and (b) has no connection to the Debtors or to their significant creditors or certain other potential parties-in-interest whose names were supplied to Houlihan Lokey by the Debtors. More information on the fees is available for free at: http://bankrupt.com/misc/GAWKERMEDIA_58_houlihan.pdf About Gawker Media Founded in 2002 by Nick Denton, Gawker Media is privately held online media company operating seven distinct media brands with corresponding websites under the names Gawker, Deadspin, Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's various Websites cover, among other things, news and commentary on current events, politics, pop culture, sports, cars, fashion, productivity, technology and video games. Gawker sought bankruptcy protection after being ordered to pay $140.1 million in connection with an invasion of privacy lawsuit arising from publication of a report and commentary and accompanying sex video involving Terry Gene Bollea. New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. -- filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides over the Debtors' cases. Affiliates Gawker Media Group, Inc. and Budapest, Hungary-based Kinja, Kft. filed separate Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-11719 and 16-11718) on June 12, 2016. The cases are jointly administered. Gregg M. Galardi, Esq., David B. Hennes, Esq. and Michael S. Winograd, Esq., at Ropes & Gray LLP serve as counsel to the Debtors. William Holden at Opportune LLP serves as Gawkers' chief restructuring officer. Houlihan Lokey Capital, Inc. serves as the Debtors' investment banker. Prime Clerk LLC serves as claims, balloting and administrative agent. Houlihan Lokey was retained by the Debtors on May 16, 2016, to explore the possibility of a sale of all or substantially all of the Debtors' assets, with the goal of maximizing return to the Debtors' estates in the event of a possible chapter 11 filing. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. GENARO'S CORPORATION: July 27 Plan Confirmation Hearing ------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, approved the amended disclosure statement explaining the amended Chapter 11 plan of reorganization proposed by Genaro's Corporation. The confirmation hearing and hearing on fee applications will be on July 27, 2016, at 2:00 p.m. The Court also approved the following Plan confirmation-related deadlines: Claims Objection Deadline: July 13, 2016 Fee Applications Filing Deadline: July 13, 2016 Ballots Filing Deadline: July 20, 2016 Confirmation Objection Filing Deadline: July 24, 2016 Report of Plan Proponent Filing Deadline: July 24, 2016 Genaro's Corporation, fka Genaro's Corporation II, fka Hirtanzo, Inc., dba King Food And Meat Bazaar filed a Chapter 11 Petition (Bankr. S.D. Fla. Case No. 15-17100) on April 20, 2015, and is represented by Malinda L Hayes, Esq., in Palm Beach Gardens, Florida. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and $1 million to $10 million in estimated debts. The petition was signed by Genaro Espinal, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-17100.pdf GILLESPIE OFFICE: Hires Morris Polich as Bankruptcy Counsel ----------------------------------------------------------- Gillespie Office and Systems Furniture, Inc., asks the U.S. Bankruptcy Court for the District of Nevada to employ the law firm of Morris, Polich & Purdy in place of the law firm of Larson and Zirzow as bankruptcy counsel of record for Debtor, effective June 17, 2016. The Firm has requested, and the Debtor has furnished, an initial retainer of $25,000 for deposit into the Firm's client trust account, to be held pending approval of the Court for application to payment of fees. Pursuant to its agreement with the Debtor, the retainer is to be applied to the Firm's final invoice in this matter, and fees approved by the Court are to be paid by the Debtor from available cash flow. The Firm will be paid at these hourly rates: Candace C. Carlyon, Esq. $575 Matthew R. Carlyon, Esq. $350 The Debtor tells the Court that the Firm does not hold or represent any interest adverse to the U.S. Trustee, the Debtor or the Debtor's estate, and that the Firm is a disinterested person, as that term is defined in Bankruptcy Code Section 101(14), as modified by Bankruptcy Code Section 1107(b), and used in Bankruptcy Code Section 327(a), with respect to the proposed representation of Debtor. The Firm can be reached at: Morris Polich & Purdy, LLP Candace C. Carlyon, Esq. Matthew R. Carlyon, Esq. 3800 Howard Hughes pkway, Suite 110 Las Vegas, NV 89169 Tel: (702) 862-8300 Fax: (702) 862-8400 E-mail: ccarlyon@mpplaw.com mcarlyon@mpplaw.com Gillespie Office and Systems Furniture, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 16-11943) on April 11, 2016. Zachariah Larson, Esq., at Larson & Zirzow serves as the Debtor's bankruptcy counsel. GLENN TRUST II: S&P Lowers Rating on Sr. Secured Notes to B ----------------------------------------------------------- S&P Global Ratings lowered its rating on Glenn Pool Oil & Gas Trust II's (Glenn Trust II's) senior secured notes to 'B (sf)' from 'BB+ (sf)'. At the same time, S&P removed the rating from CreditWatch, where it placed it with negative implications on March 31, 2016. Glenn Trust II, together with Glenn Pool Oil & Gas Trust I (Glenn Trust I), is a volumetric production payment transaction backed by the overriding royalty interest in the production of gas, oil, and natural gas liquid from Chesapeake Exploration LLC's portfolio of wells located in Oklahoma. Glenn Trust I was paid off in full as scheduled in May 2016. The trusts are entitled to a prorated share of production, with Glenn Trust I's share representing 65% and Glenn Trust II's share representing 35% for the first five years since the closing in 2011. With Glenn Trust I paid off, Glenn Trust II is now entitled to the full production amount until August 2021. The transactions benefit from commodity hedges provided by Barclays Bank PLC to mitigate price volatility risk. Each transaction has a mortgage that provides a security interest over the complete working interest that Chesapeake Exploration LLC, the operator and off-taker, has in the wells. The rating action on Glenn Trust II's senior secured notes reflects these: -- The continued declining gas production coverage ratio; -- S&P's concern regarding a potential production disruption should the operator's (Chesapeake Exploration) parent, Chesapeake Energy, have further stresses; and -- The unavailability of the projection of Glenn Pool's oil and gas production for the remaining life of the Glenn Trust II transaction reflecting how the wells are actually operated. The gas production coverage ratio declined to as low as 0.96 in the February 2016 production month and 1.00 in the March 2016 production month. Before the September 2015 production month, the gas production coverage ratio had always been above 1.10, except for February production months when the gas production coverage ratio temporarily dropped to 1.03-1.06 and then increased again. The coverage ratio, a measurement of excess production or cushion to the transaction (actual production divided by scheduled delivery in each month), has generally trended downward since the deal closed in May 2011, when it was about 1.30. Following Chesapeake Energy's completion of distressed debt exchanges, S&P Global Ratings raised its corporate credit rating on the company to CCC/Negative from 'SD' (selective default) on June 24, 2016. In S&P's view, should Chesapeake Energy's liquidity materially weaken due to the upcoming 2017 maturities, Glenn Trust II could experience a production disruption, and the potential disruption could be prolonged because finding an operator replacement would be difficult given still-stressed energy prices. S&P will continue to review whether the rating currently assigned to the transaction remains consistent with the credit enhancement available to support the rating, and S&P will take further rating actions as it deems necessary. GR HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel ------------------------------------------------------- GR Hospitality Management, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC. The Debtor tapped the firm to provide legal services in connection with its Chapter 11 case. The firm's professionals and their hourly rates are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Paralegals $75 - $105 Legal Assistants $75 - $105 In a court filing, Joyce Lindauer disclosed that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer Sarah Cox Jamie Kirk Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, Texas 75230 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About GR Hospitality GR Hospitality Management, LLC, operates the Best Western Plus Graham Inn located in Graham, Tex. The company filed a chapter 11 petition (Bankr. N.D. Tex. Case No. 16-70179 on June 6, 2016. At the time of the filing, the Debtor estimated its assets and liabilities at less than $10 million. The Debtor filed a prior Chapter 11 case in July 2010 and confirmed a Plan in that case in May 2011. GREAT BASIN: Amends 2015 Form 10-K to Add Part III -------------------------------------------------- Great Basin Scientific, Inc., filed an amendment to its annual report on Form 10-K/A for the fiscal year ended Dec. 31, 2015, for the purpose of including Part III information which was to be incorporated by reference from its definitive proxy statement for its 2016 Annual Meeting of Stockholders. This information was previously omitted from the 10-K in reliance on General Instruction G(3) to Form 10-K, which permits the Part III information to be incorporated in the Company's Form 10-K by reference from its definitive proxy statement if such statement is filed no later than 120 days after its fiscal year-end. A definitive proxy statement containing such information was not filed by the Company within 120 days after the end of the fiscal year covered by its Form 10-K. Part III disclosed information regarding the following: ITEM 10. Directors, Executive Officers, and Corporate Governance ITEM 11. Executive Compensation ITEM 12. Security Ownership of Certain Beneficial Owners and Management and related stockholder matters. ITEM 13. Certain relationships and related transactions and director independence ITEM 14. Principal Accountant fees and services A full-text copy of the Form 10-K/A is available for free at: https://is.gd/NEszH7 About Great Basin Great Basin Scientific is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which the Company believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The Company's system includes an analyzer, which it provides for its customers' use without charge in the United States, and a diagnostic cartridge, which the Company sells to its customers. Great Basin reported a net loss of $57.9 million in 2015 following a net loss of $21.7 million in 2014. As of March 31, 2016, Great Basin had $27.6 million in total assets, $70.99 million in total liabilities, and a total stockholders' deficit of $43.4 million. Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows. These issues raise substantial doubt about its ability to continue as a going concern. GUILD IS GOOD: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Guild Is Good LLC 108 8th Street Brooklyn, NY 11215 United States Case No.: 16-42879 Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Matthew C. Heerde, Esq. Jeb Singer, Esq. LAW OFFICE OF MATTHEW C. HEERDE 222 Broadway, 19th Floor New York, NY 10038 Tel: 347-460-3588 Fax: 347-535-3588 E-mail: mheerde@heerdelaw.com jbsinger@heerdelaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Peter Brown, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. GULF CHEMICAL: Interim Loan Approved; Final Hearing on July 11 -------------------------------------------------------------- Judge Jeffrey A. Deller of the U.S. Bankruptcy Court for the Western District of Pennsylvania, authorized Gulf Chemical & Metallurgical Corporation, et al., to obtain secured postpetition financing from Comilog Holding, in the interim. Comilog has agreed to provide the Debtors with up to an aggregate principal amount of $12 million secured loan. "Currently, the Debtors are in immediate need of the DIP Loan in order to fund those necessary and critical expenses of operation, including payrolls, until such time as a Final Order can be entered. Without the ability to borrow under the DIP Loan pursuant to this Interim Order the Debtors may be forced to shut down and liquidate their assets which will result in immediate and irreparable harm to the Debtors' estates. In order to avoid this immediate and irreparable harm, the Debtors are in need of borrowing under this Interim Order in the amount of $3,000,000," Judge Deller acknowledged. The DIP Loan Agreement contains, among others, these relevant terms: (a) Final Payment Date: The aggregate unpaid principal amount of the DIP Loan, all accrued and unpaid interest and all other amounts payable under the DIP Loan Agreement will be due and payable on the Maturity Date. (b) Optional Prepayment: The Borrowers may prepay the DIP Loan in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. No prepaid amount may be reborrowed without the written consent of the DIP Lender. (c) Mandatory Payment: If at any time the aggregate unpaid principal balance of the Advances will exceed the DIP Loan, the Borrowers will immediately and without notice or demand pay over to the DIP Lender the amount of the excess together with accrued interest thereon to the date of payment. (d) Maturity Date: The soonest date to occur of (i) Dec. 31, 2016; (ii) the date on which a Termination Event occurs, (iii) the date on which the Bankruptcy Court enters an order approving the sale of substantially all of the assets of either Borrower or (iv) the date on which all amounts under this DIP Loan Agreement will become due and payable. (e) Interest Rate: Except as otherwise provided in the DIP Loan Agreement, the outstanding principal amount of all Advances will bear interest at the Applicable Rate (8.5% per annum) from the date such Advance was made until the DIP Loan is paid in full, whether at maturity, upon acceleration, by prepayment or otherwise. (f) Default Interest: If any amount payable hereunder is not paid when due, whether at stated maturity, by acceleration or otherwise, such overdue amount will bear interest at the Default Rate (Applicable Rate plus 2%) from the date of such non-payment until such amount is paid in full. The final hearing on the Debtors' Motion is scheduled on July 11, 2016 at 10:00 a.m. A full-text copy of the Interim Order, dated June 16, 2016, is available at https://is.gd/NGbgsJ HANA FINANCIAL: DBRS Confirms BB Rating on Class C-2 Debt --------------------------------------------------------- DBRS, Inc. confirmed its ratings on the following six outstanding publicly rated classes issued by Hana Financial SPV I, LLC as credit enhancement levels are sufficient to cover DBRS's expected losses at their current respective rating levels. - Factoring Contract Backed Notes, Class A-1 confirmed at A(sf) - Factoring Contract Backed Notes, Class A-2 confirmed at A(sf) - Factoring Contract Backed Notes, Class B-1 confirmed at BBB(sf) - Factoring Contract Backed Notes, Class B-2 confirmed at BBB(sf) - Factoring Contract Backed Notes, Class C-1 confirmed at BB(sf) - Factoring Contract Backed Notes, Class C-2 confirmed at BB(sf) DBRS's ratings are based on its review of the following analytical considerations: -- Transaction capital structure, proposed ratings and form and sufficiency of available credit enhancement. -- The transaction parties' capabilities with regard to origination, underwriting and servicing. -- Credit quality of the collateral pool and historical performance. The confirmation of the outstanding ratings of Hana Financial SPV I, LLC reflects the adequacy of current credit enhancement provided by overcollateralization. As of the May 2016 payment date, the cumulative net loss ratio was 2.00% of the original collateral balance. HARBORVIEW TOWERS COUNCIL: PH4C Seeks to Pursue Contempt Proceeding ------------------------------------------------------------------- Penthouse 4C, LLC, asks the U.S. Bankruptcy Court to lift the automatic stay imposed in the Council of Unit Owners of the 100 Harborview Drive Condominium's Chapter 11 case to allow it to continue its contempt proceeding in the Circuit Court and ask the Court to terminate the automatic stay for cause to allow Penthouse 4C to continue the contempt proceeding in the Circuit Court. PH4C seeks to proceed with Case No. 24-C-10-002003 currently pending before the Circuit Court for Baltimore City for constructive civil contempt relating to repairs and maintenance of the common elements -- the exterior of the building and the replacement of the main roof. The Debtor, joined by Howard Bank, objects to PH4C's motion stating that the Debtor is in bankruptcy court so that it may come up with a business plan to address the claims of all of its creditors, and having to defend the contempt proceedings will be a distraction from the Debtor’s focus: righting any building issues, reorganizing its affairs, and paying creditors. In addition, the Objectors states that the Debtor should be permitted to continue reorganizing with the stay intact so that it can address the concerns of its unit owners because the primary purpose of the automatic stay is to preserve the Debtor's estate so that there may be systematic, equitable distribution procedure for all claimants, that gives the bankruptcy court an opportunity to harmonize the interests of both the Debtor and creditors while preserving the Debtor's assets for repayment and reorganization. In addition, the Debtor tells the Court that the issues are fundamental to the Debtor's reorganization process as these issues relate to the status of the Debtor as a whole, and determinations and the obligations and expenses related to these issues are best addressed by the Bakruptcy Court, which is uniquely poised to resolve global building issues that are shared collectively by all units owners. The Debtor further explains that the Debtor has substantive work to do in this reorganization, and litigating with PH4C is not beneficial to the estate at this time. Counsel for the Council of Unit Owners of the 100 Harborview Drive Condominium: Paul Sweeney, Esq. Corrine Donohue, Esq. YUMKAS, VIDMAR, SWEENEY & MULRENIN, LLC 10211 Wincopin Circle, Suite 500 Columbia, Maryland 21044 Telephone: (443) 569-5972 Email: psweeney@yvslaw.com cdonohue@yvslaw.com Attorneys for Movant Penthouse 4C, LLC: Maria Ellena Chavez-Ruark, Esq. SAUL EWING LLP 500 East Pratt Street, 9th Floor Baltimore, Maryland 21202 Telephone: (410) 332-8797 Facsimile: (410) 332-8074 Email: mruark@saul.com Counsel for Howard Bank: Michael D. Nord, Esq. Lisa Bittle Tancredi, Esq. GEBHARDT & SMITH LLP One South Street, Suite 2200 Baltimore, Maryland 21202 Telephone: 410.385.5072 Facsimile: 443.957.1929 Email: mnord@gebsmith.com ltancredi@gebsmith.com About Council of Unit Council of Unit Owners of the 100 Harborview Drive Condominium, a condominium association, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9, 2016. Dr. Reuben Mezrich signed the petition as president. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of up to $50 million. Yumkas, Vidmar, Sweeney & Mulrenin, LLC represents the Debtor as counsel. Judge James F. Schneider is assigned to the case. HECK INDUSTRIES: Committee Hires Gordon Arata as Counsel -------------------------------------------------------- The Official Committee of Unsecured Creditors of Heck Industries, Inc. files an ex-parte application with the U.S. Bankruptcy Court for the Middle District of Louisiana to retain Gordon Arata McCollam Duplantis & Eagan, LLC as counsel to the Committee, nunc pro tunc to June 3, 2016. The Committee rquires Gordon Arata to: (a) assist and advise the Committee in its consultations with the Debtor and other parties relative to the overall administration of the estate; (b) represent the Committee at hearings to be held before this Court and communicating with the Committee regarding the matters heard and issues raised as well as decisions and considerations of this Court; (c) assist and advise the Committee in its examination and analysis of the Debtor's conduct and financial affairs; (d) assist the Committee in preparing appropriate legal pleadings and proposed orders as may be required in support of positions taken by the Committee and preparing witnesses and reviewing documents relevant thereto; (e) advise and assist the Committee in the negotiations with respect to any proposed plan or plans of reorganization; (f) assist and advise the Committee with regard to communications to the unsecured creditors regarding the Committee's efforts, progress and recommendation with respect to matters arising in the case as well as any proposed plans of reorganization; and (g) assist the Committee generally by providing such other services as may be in the best interest of the parties represented by the Committee. Gordon Arata will be paid at these hourly rates: David J. Messina $360 Armistead M. Long $290 Fernand L. Laudumiey $325 Meredith S. Grabill $275 Paul B. Simon $240 Gordon Arata will also be reimbursed for reasonable out-of-pocket expenses incurred. Armistead M. Long, attorney at Gordon Arata, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Gordon Arata can be reached at: Armistead M. Long, Esq. GORDON ARATA MCCOLLAM DUPLANTIS & EAGAN, LLC 400 East Kaliste Saloom Road, Ste 4200 Lafayette, LA 70508-8517 Tel: (337) 237-0132 Fax: (337) 237-3451 E-mail: along@gordonarata.com About Heck Industries Heck Industries, Inc., sought Chapter 11 protection (Bankr. M.D. La. Case No. 16-10516) on April 29, 2016, in Baton Rouge, Louisiana. Hon. Douglas D. Dodd is the case judge. William E. Steffes, Esq., Noel Steffes Melancon, Esq., and Barbara B. Parsons, Esq., at Steffes, Vingiello & McKenzie, L.L.C., serve as the Debtor's bankruptcy counsel. The Debtor is the owner of a concrete supply business which has operated throughout Louisiana since 1957. The Debtor's chapter 11 case was precipitated by a severe strain on collection of its accounts receivable due to, among other things, unfortunate weather conditions hampering the Debtor's ability to complete numerous jobs awarded to it. The Debtor estimated $1 million to $10 million in assets and debt. HEENA HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel ---------------------------------------------------------- Heena Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC. The Debtor tapped the firm to provide legal services in connection with its Chapter 11 case. The firm's professionals and their hourly rates are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Paralegals $75 - $105 Legal Assistants $75 - $105 Ms. Lindauer disclosed in a court filing that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer Sarah Cox Jamie Kirk Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, Texas 75230 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Heena Hospitality Heena Hospitality, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-42305) on June 10, 2016. The petition was signed by Bob Bhojwani, president. The case is assigned to Judge Russell F. Nelms. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. HFIG FREEHOLD: Court OKs $230,000 Sale to Royal Fitness ------------------------------------------------------- Judge Christine M. Gravelle on June 28, 2016, entered an order authorizing HFIG Freehold, LLC, a/k/a Club Metro Freehold, to sell its real property lease, gym equipment lease, inventory, goodwill and other intangibles to Royal Fitness LLC for $230,000. A hearing on the sale was conducted on May 24, 2016, which hearing was continued until June 14, 2016. A competing bid of Freehold Health Club LLC was presented May 24 but withdrawn prior to the continued hearing. No other competing bids were presented and no objections to the proposed sale were filed. According to the Order, all interested parties have agreed to the terms of the sale and the proposed allocation of proceeds. Acme, United creditor AB Financial and franchisor Club Metro USA, LLC, have consented to the following: (i) $70,000 towards the cure of the deficiency on the lease with landlord Acme Markets, Inc. (plus Acme's retention and setoff and recoupment of the $50,000 security deposit). Upon assumption, the Buyer will replenish the $50,000 security deposit directly to Acme. Additionally, the Buyer and Acme have agreed to certain post assumption credits which will be effectuated betwee the non-Debtor parties subsequent to assumption. (ii) $55,000 to cure the deficiency on the United equipment lease. The Buyer and United have reached an agreement to restructure the remaining lease payments/lease term in the post-assumption period, which agreement will be effectuated between these non-debtor parties subsequent to assumption; (iii) $40,000 for priority sales taxes to the State of New Jersey; and (iv) $15,000 to LeClair Ryan as a "carve-out" for the Debtor's counsel, which sum will be held in trust pending an order allowing fees based upon appropriate application. A copy of the Sale Order is available for free at: http://bankrupt.com/misc/HFG_99_Sale_Ord.pdf Attorney for the Debtor: David S. Catuogno, Esq. LECLAIR RYAN 1037 Raymond Boulevard Sixteenth Floor Newark, NJ 07102 Tel: (973) 491-3600 About HFIG Freehold HFIG Freehold, LLC aka Club Metro Freehold, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 15-33591) on December 18, 2015. HFIG Old Bridge 2 LLC filed a Chapter 11 petition (Bankr. D.N.J. Case No. 16-10564) on January 13, 2016. HFIG Old Bridge LLC filed a separate Chapter 11 petition (Bankr. D.N.J. Case No. 16-10572) also on January 13, 2016. HI-TEMP SPECIALTY: Wants to Use Wells Fargo's Cash Collateral ------------------------------------------------------------- Citing insufficient available sources of working capital and financing to operate its business in the ordinary course, Hi-Temp Specialty Metals, Inc. sought permission from the Bankruptcy Court to use cash collateral in wich Wells Fargo Bank, National Association, may have security interest. The Debtor will utilize Cash Collateral to, among other things, procure goods from vendors, pay employees, and satisfy other working capital needs during the Chapter 11 case, in accordance with a prepared budget, a copy of which is available at http://bankrupt.com/misc/3_HI-TEMP_Collateral_Budget.pdf "Without authorization to utilize the Cash Collateral, Hi-Temp's business operations will be severely interrupted, if not completely terminated, and serious and irreparable harm to Hi-Temp and its estate would occur," said Gerard DiConza, Esq., at Diconza Traurig Kadish LLP, the Debtor's counsel. As adequate protection for any diminution in the value of the Prepetition Collateral, Wells Fargo will be granted, to the same extent, priority and validity as the Prepetition Liens existing with respect to the Prepetition Collateral as of the Petition Date, valid and perfected, replacement security interests in, and liens on, all of Hi-Temp's right, title and interest in and to all of Hi-Temp's existing and after-acquired tangible and intangible personal property in existence on or acquired or created at any time after the Petition Date, junior only to the Carve-Out; provided however, that the Postpetition Collateral will not include the proceeds of any claims or causes of action of the Debtor or its estate that may later be commenced under Chapter 5 of the Bankruptcy Code. The Debtor and Wells Fargo are parties to an Amended and Restated Credit and Security Agreement dated as of July 16, 2010. Pursuant to the Credit Agreement, Wells Fargo provided the Debtor with a revolving line of credit for working capital purposes and to facilitate the issuance of letters of credit up to the maximum amount of $22.5 million. As of June 2, 2016, the aggregateoutstanding principal amount of the indebtedness due Wells Fargo under the Credit Agreement is approximately $13 million. To secure the Prepetition Obligations, Hi-Temp granted to Wells Fargo security interests in, and liens on, among other things, substantially all of its assets. About Hi-Temp Founded in 1982, Hi-Temp Specialty Metals, Inc. is a recycler and provider of specialty recycled metals for the super alloy industry. Hi-Temp is a wholly-owned subsidiary of Hi-Temp Acquisition Corp., Inc. Joseph Smokovich owns 87% of HTAC common stock and the remaining 13% is owned by Larry Stryker, a former employee. Hi-Temp employs between 20-25 people. On June 22, 2016, Hi-Temp filed a voluntary petition in the U.S. Bankruptcy Court for the Eastern District of New York. The case is assigned to Judge Louis A. Scarcella. The petition, signed by President and Chief Executive Officer Joseph Smokovich, estimates assets in the range of $10 million to $50 million and liabilities of up to $50 million. The Company has engaged Diconza Traurig Kadish LLP as counsel. HISTORIC TIMBER: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Historic Timber & Plank, Inc. 16092 Lageman Lane Brighton, IL 62012 Case No.: 16-31007 Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Southern District of Illinois (East St Louis) Judge: Hon. William V. Altenberger Debtor's Counsel: Mary E Lopinot, Esq. MATHIS, MARIFIAN & RICHTER, LTD 23 Public Square, Suite 300 Belleville, IL 62220 Tel: (618) 234-9800 Fax: (618) 234-9786 E-mail: mlopinot@mmrltd.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph Adams, president. A copy of the Debtor's list of its 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilsb16-31007.pdf HOLSTED MARKETING: U.S. Trustee Forms 3-Member Committee -------------------------------------------------------- The Office of the U.S. Trustee on June 27 appointed three creditors of Holsted Marketing, Inc., to serve on the official committee of unsecured creditors. The committee members are: (1) Direct Dimensions, Inc. P.O. Box 508 Long Branch, NJ 07740 Attn: Phil Brodie (732) 744-4924 philbrodie@DirectDimensionsinc.com (2) Quad/Graphics, Inc. NGIW23044 Harry's Way Sussex, WI 53089 Attn: Pat Rydzik (414) 566-2127 Pat.rydzik@QG.com (3) Netcast BPO Services, LLC 808 Wolfs Lane Pelham, NY 10803 Attn: Warren H. Golden (201) 747-5325 WGolden@NetcastBOP.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Holsted Marketing Founded in 1971, Holsted Marketing is a New York-based multichannel direct-marketing company, and has supplied fashion jewelry and accessories to millions of customers in the United States, Canada and the United Kingdom. Holsted filed its second chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-11683) on June 8, 2016. The Company's bankruptcy counsel is SilvermanAcampora, LLP, in Jericho, N.Y. HOT SHOT HK: Seeks to Hire K Pro Group as Accountant ---------------------------------------------------- Hot Shot HK, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire K Pro Group Inc. as its accountant. The Debtor tapped the firm to prepare income tax returns with supporting schedules for the years 2015 and 2016; perform any bookkeeping necessary for preparation of the income tax returns; and prepare monthly operating reports. The firm's professionals and their hourly rates are: Partners/Principals $500 Managers/Supervisors $400 Accountants $250 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. Serge Kutsko, a certified public accountant at K Pro Group, disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. About Hot Shot HK Hot Shot HK, LLC, sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York (Manhattan) (Bankr. S.D.N.Y. Case No. 16-10449) on Feb. 26, 2016. The petition was signed by Youssef Saadia, chief financial officer. The Debtor is represented by Maeghan J. McLoughlin, Esq., and Sean C. Southard, Esq., at Klestadt Winters Jureller Southard & Stevens LLP. The case is assigned to Judge James L. Garrity, Jr. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. HUGHES CONTRACTING: Taps Skwiersky Alpert as Accountant ------------------------------------------------------- Hughes Contracting Industries Ltd. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Skwiersky, Alpert & Bressler LLP. The Debtor tapped the firm to provide accounting services in connection with its Chapter 11 case: The firm's professionals and their hourly rates are: Neil Bressler Partner $450 Steven Gordon Partner $450 Seymour Wertheim Tax Manager $290 Maureen Murphy Tax Manager $290 Stewart Kaplan Accounting Manager $275 Steven Gordon disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven Gordon Skwiersky, Alpert & Bressler LLP 462 Seventh Avenue, 23rd Floor New York, NY 10018 The Debtor can be reached through its counsel: Anne J. Penachio, Esq. Penachio Malara LLP 235 Main Street, Suite 610 White Plains, New York 10601 Phone: (914) 946-2889 Fax: (914) 946-2882 Email: apenachio@pmlawllp.com About Hughes Contracting Hughes Contracting Industries Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-22463) on April 5, 2016. IHS INC: S&P Removes BB+ Unsec. Debt Ratings From CreditWatch Neg. ------------------------------------------------------------------ S&P Global Ratings removed its 'BB+' ratings on Englewood, Colo.-based resources, transportation, and engineering data and analytics provider IHS Inc.'s unsecured debt from CreditWatch, where S&P originally placed them with negative implications on March 22, 2016. The company announced the capital structure that it will implement following its merger with Markit Ltd., which S&P expects to close in the coming weeks. The borrowers and guarantors of the combined company's debt will provide for pari passu treatment of all lenders. The 'BB+' corporate credit rating and stable outlook are unchanged. After the completion of the merger and the notes exchange, S&P expects to assign a 'BB+' corporate credit rating and stable outlook to IHS Markit Ltd. and a 'BB+' issue-level rating and '3' recovery rating to the new notes, all the same as the ratings on IHS Inc. and its existing notes. After the bank facilities are closed, S&P will assign a 'BB+' issue-level rating and '3' recovery rating to the new bank facilities, the same as the existing facilities. Finally, S&P will withdraw its ratings on IHS Inc. and the migrated instruments. RATINGS LIST IHS Inc. Corporate Credit Rating BB+/Stable/-- Rating Removed From CreditWatch; Recovery Rating Unchanged To From IHS Inc. IHS EMEA Holdings S.A.R.L. IHS Global Canada Ltd. IHS Global Ltd. IHS Global S.A. IHS Global Inc. IHS Group Holdings Ltd. IHS Holding Inc. IHS Luxembourg S.A.R.L. Senior Unsecured BB+ BB+/Watch Neg Recovery Rating 3H 3H IHS MARKIT: Moody's Assigns Ba1 Rating on $750MM New Sr. Notes -------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to $750 million of new senior notes of IHS Markit Ltd. that will be issued in exchange for IHS Inc.'s $750 million of senior notes. Moody's also assigned to IHS Markit a Ba1 Corporate Family Rating, Ba1-PD Probability of Default Rating and an SGL-1 speculative grade liquidity rating. The ratings have a stable outlook. The rating action effectively assigns IHS Inc.'s existing ratings to IHS Markit, which will become the group holding company upon the completion of the planned merger of IHS Inc. with Markit Limited, which will be renamed IHS Markit upon consummation of the merger. Moody's will withdraw the rating on IHS Inc.'s senior notes if the entire principal amounts of the existing notes are tendered in the exchange. RATINGS RATIONALE The Ba1 CFR reflects IHS Markit's enhanced scale, a high proportion of recurring revenues and Moody's expectation that the combined company will maintain total debt to EBITDA below 4x (Moody's adjusted) and generate free cash flow of about 20% of total adjusted debt. The rating also incorporates the execution risk in integrating two companies of significant scale with disparate market focus. While IHS Markit should generate strong free cash flow, it will essentially be committed to financing $1 billion of annual share repurchases in each of the next two years. IHS Markit's ability to maintain leverage in its target range of 2x to 3x (on company's reported basis) will be highly predicated on generating good organic revenue growth rates and timely attainment of cost synergies. The Ba1 rating also reflects IHS Markit's highly acquisitive growth strategy and its moderately high leverage (about 3.5x Moody's adjusted, pro forma for the merger and before including any revenue or cost synergies). The stable outlook reflects Moody's expectations that IHS Markit will generate free cash flow of approximately 20% of total adjusted debt and total debt to EBITDA will remain below 4x over the next 12 to 18 months. The SGL-1 Speculative Grade Liquidity rating reflects IHS Markit's very good liquidity comprising cash balances, strong free cash flow and over $600 million of availability under its new $1.85 billion revolving credit facility. IHS Markit's ratings could be downgraded if weak operating performance, challenges in integrating Markit or deviations in financial policies cause total debt to EBITDA to be sustained above 4x (Moody's adjusted) and free cash flow-to-total debt to be sustained below 15% (Moody's adjusted). Given IHS Markit's moderately high leverage and integration risk, a ratings upgrade is not expected over the near term. Moody's could raise IHS Markit's ratings if it maintains strong earnings growth and demonstrates a commitment to more conservative financial policies. The ratings could be upgraded if Moody's expects IHS Markit's total debt to EBITDA (Moody's adjusted) to be sustained below 3.0x. These ratings were assigned: Issuer: Markit Limited (to be renamed IHS Markit Ltd. upon the close of the merger) Corporate Family Rating, Ba1 Probability of Default Rating, Ba1-PD Senior Unsecured Notes due 2022, Ba1 (LGD 4) Speculative Liquidity Grade, SGL-1 Outlook Stable These ratings were withdrawn: Issuer: IHS Inc. Corporate Family Rating, Ba1 Probability of Default Rating, Ba1-PD Speculative Liquidity Grade, SGL-1 This rating is unchanged and will be withdrawn upon the close of the merger and exchange offer if the entire outstanding amount of IHS Inc's senior notes are tendered: Senior Unsecured Notes due 2022, Ba1 (LGD 4) IHS Inc. provides information, research and analytics services to businesses in the energy, chemicals, automotive, aerospace and defense, technology, and maritime industries. Markit Ltd provides financial information and services. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. IRONMEN INC: No Recovery Expected for Unsecured Claims Under Plan ----------------------------------------------------------------- Ironmen, Inc., filed an amended disclosure statement and amended Chapter 11 plan with the U.S. Bankruptcy Court for the Western District of Louisiana on June 10, 2016. Under the Plan, Class 9 consists of these Unsecured claims: (a) unsecured portions of La. Dept of Revenue & Taxation - $27,322.43 (b) CLECO Corporation (Claim No. 9) - $609.45 (c) Petron, LLC – (Claim No. 7) - $6,984.00 (d) as well as the unsecured claims set forth in Schedule F. (e) BancorpSouth - $244,997.70 (f) Red River Bank - $9,013.04 (g) Leon Rubin - $27,553.25 No amount is anticipated being paid on these claims, but if there are funds available, then these will be paid from funds as are available after payment of Classes 1-8, and after notice and hearing. These creditors will retain any rights they may have against any third party for payment of the same. The Debtor proposes to sell its assets as follows: after notice and hearing pursuant to an offer to purchase the same for $318,000.00, made by TGM Investment Group, L.L.C. The sale will be free of liens with the liens to attach to the proceeds. The first lien holder are Midsouth Bank N.A. and Leon Rubin and the funds from the sale will be disbursed as follows: (a) $289,000.00 to Midsouth Bank, N.A., (b) $4,000.00, to Leon Rubin and (c) $25,000.00 to administrative claimants. A copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/lawb15-81196-0239.pdf Ironmen, Inc., was the largest laundry and cleaners in the central Louisiana area and for 100 miles in any direction. About 60% of the Company is owned by Wilbur W. Gutierrez and 40% is owned by Patrick Michael Swasey. Ironmen, Inc. filed a Chapter 11 bankruptcy petition (Bankr. W.D. La. Case No. 15-81196) on October 30, 2015, listing under $1 million in both assets and liabilities. It is represented by Thomas R. Willson, Esq. -- rocky@rockywillsonlaw.com -- as counsel. IVENS PROPERTIES: Hires Robert J. Fletcher as Appraiser ------------------------------------------------------- Ivens Properties, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Robert J. Fletcher, CCIM, as appraiser. The Debtor requires the assistance of an appraiser for these purposes: a. assist and advise the Debtor on value of real property located at 521-529 W. Lamar Alexander Parkway, Maryville, Tennessee 37801; b. provide reports as to opinion of value on real property; and c. appear in Court as expert witness on the value of real property and provide such opinion as evidence at any contested proceeding. The fee for appraisal work at the time of Mr. Fletcher's application is $2,500 for all appraisal services plus actual expenses. Mr. Fletcher assures the Court that he is a disinterested person within the meaning of l 1 U.S.C. Section 101(14) and that he doesn't hold nor represent an interest adverse to the Debtor, and is eligible to serve as an appraiser for the Debtor pursuant to the provisions of the l1 U.S.C. Section 327(e). Ivens Properties, Inc. (Bankr. E.D. Tenn., Case No. 15-30094) filed a Chapter 11 Petition on January 14, 2015. The bankruptcy case is assigned to Judge Suzanne H. Bauknight. The Debtor's counsel Richard M. Mayer, Esq., and John P. Newton, Jr., Esq., at Law Offices of Mayer & Newton, in Knoxville, Tennessee. The petition was signed by Mark Ivens, president. The Debtor has estimated assets ranging from $1 million to $10 million and estimated liabilities ranging from $1 million to $10 million. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/tneb15-30094.pdf JEM REST CORP: Court Junks Bid to Enjoin Puerto Rico Treasury Dept. ------------------------------------------------------------------- Judge Brian K. Tester of the United States Bankruptcy Court for the District of Puerto Rico denied Plaintiff/Debtor JEM Restaurant Corporation's request for an injunction as it has failed to meet the first of the four-prong injunction standard that "there be a likelihood of success on the merits of the claim," in the adversary case captioned as JEM REST CORP, Plaintiff, v. HON. JUAN ZARAGOZA PUERTO RICO TREASURY DEPARTMENT, Defendant(s), Adversary No. 16-00095 (Bankr. D.P.R.). Before the court is Plaintiff/Debtor JEM Restaurant Corporation's Urgent Motion for Temporary Restraining Order and/or Preliminary Injunction Protection and accompanying Memorandum of Law and Defendant, Puerto Rico Department of Treasury's Memorandum of Law in Opposition to Plaintiff's Request for Preliminary Injunction. The court entered an Order denying JEM's request for a temporary restraining order due to JEM's failure to carry its burden on the issue of "irreparable harm to the debtor or the estate" and scheduled a preliminary injunction hearing for May 27, 2016. A full-text copy of the Opinion and Order dated June 10, 2016 is available at https://is.gd/WgUEwc from Leagle.com. The bankruptcy case is IN RE: JEM REST CORP, Chapter 11, Debtor(s)Case No. 16-00152 (Bankr. D.P.R.). JEM REST CORP, Plaintiff, is represented by ALEXIS FUENTES HERNANDEZ, Esq. -- FUENTES LAW OFFICES, LLC. HON. JUAN ZARAGOZA PUERTO RICO TREASURY DEPARTMENT, Defendant, is represented by MARTHA L. ACEVEDO PENUELA. JOURNEY HOSPICE: Taps C. Taylor Crockett as Legal Counsel --------------------------------------------------------- Journey Hospice Care of Houma, Louisiana, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire C. Taylor Crockett as its attorney. Mr. Crockett will provide these services in connection with the Debtor's Chapter 11 case: (a) give legal advice to Journey Hospice Care with respect to its powers and duties as a debtor-in-possession in the continued management of its financial affairs and property; (b) prepare legal papers; (c) review all leases and other corporate papers, prepare any necessary motions to assume unexpired leases or executor contracts, and assist in preparing corporate authorizations and resolutions regarding Chapter 11 case; and (d) perform other legal services to get confirmation of a Chapter 11 plan of reorganization. The Debtor proposes to pay $350 per hour for Mr. Crockett's services, and reimburse him for work-related expenses. Mr. Crockett does not hold or represent any interests adverse to the Debtor's estate, according to court filings. Mr. Crockett's contact information is: C. Taylor Crockett C. Taylor Crockett, P.C. 2067 Columbiana Road Birmingham, AL 35216 Tel: 205-978-3550 Fax: 205-978-3556 Email: taylor@taylorcrockett.com About Journey Hospice Care Journey Hospice Care of Houma, Louisiana, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 16-02556) on June 23, 2016. The petition was signed by April H. Rice, managing member. The case is assigned to Judge Tamara O Mitchell. At the time of the filing, the Debtor disclosed $486,081 in assets and $6.63 million in liabilities. JUNIPER GTL: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Juniper GTL, LLC. About Juniper GTL Juniper GTL LLC is a Delaware limited liability company formed in 2012 for the sole purpose of building and operating a "gas-to-liquids" facility in Westlake, Louisiana (the "Facility"). The Debtor maintains its headquarters in Houston, Texas. Upon completion, the Facility is estimated to convert 13,600 MMBtu/day (million British thermal units/day) of pipeline natural gas into 1,170 bpd (barrels per day) Fischer-Tropsch ("FT") products consisting of 768 bpd of wax, 315 bpd of diesel, and 87 bpd of naphtha. The Facility has been in development since May 2012 by SGC Energia Co, LLC ("SGC Energia") and Great Northern Project Development, LLC ("GNPD"), and since June 2014 together with Calumet Specialty Products Partners, L.P. ("Calumet" and together with SGC Energia and GNPD, the "Equity Sponsors"). Juniper GTL LLC, filed a Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case No.: 16-31959) on April 14, 2016. The petition was signed by David Rush, chief restructuring officer. The Debtor's estimated assets of $10 million to $50 million and estimated debts of $10 million to $50 million. Judge Marvin Isgur has been assigned the case. The Debtor has engaged King & Spalding LLP as counsel. KESWICK REAL ESTATE: Taps LaMonica Herbst as Bankruptcy Counsel --------------------------------------------------------------- Keswick Real Estate LLC seeks permission from the U.S. Bankruptcy Court for the Eastern District of New York to employ LaMonica Herbst & Maniscalco, LLP, as counsel under a general retainer. LaMonica Herbst will: (a) provide legal advice with respect to the Debtor's powers and duties as a debtor-in-possession in accordance with the provisions of the Bankruptcy Code in the continued operation of its business and the management of its property; (b) prepare, on behalf of the Debtor, all necessary schedules, applications, monthly operating reports, if necessary, motions, answers, orders, reports, adversary proceedings and other legal documents required by the Bankruptcy Code and Federal Rules of Bankruptcy Procedure; (c) perform all other legal services for the Debtor that may be necessary in connection with the Debtor's attempt to reorganize its affairs under the Bankruptcy Code; and (d) assist the Debtor in the development and implementation of a plan of reorganization. Paraprofessionals $175 Associates $415 Partners $595 Prior to the Petition Date, LaMonica Herbst was paid by Jess Cole Restaurant Corp. the sum of $26,700 (inclusive of the Court's filing fee in the amount of $1,717) on behalf of the Debtor as a retainer to act as counsel to the Debtor and to represent it as a debtor and debtor-in-possession in this case. Fredrick Olivieri is the principal of Jess Cole Restaurant Corp. Salvatore LaMonica, Esq., a member at LaMonica Herbst, assures the Court that he is a disinterested person as that term is defined in Section 101(14) of the Bankruptcy Code, in that the firm: (a) is not a creditor, an equity security holder, or an insider of the Debtor; (b) is not and was not, within 2 years before the date of the filing of the petition, a director, officer, or employee of the Debtor; and (c) does not have an interest materially adverse to the interests of the Debtor's estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in the Debtor for any other reason. LaMonica Herbst can be reached at: LaMonica Herbst & Maniscalco, LLP Salvatore LaMonica, Esq. Jordan Pilevsky, Esq. 3305 Jerusalem Avenue Wantagh, New York 11793 Tel: (516) 826-6500 E-mail: SL@LHMLawFirm.com JP@LHMLawFirm.com Keswick Real Estate LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-72262) on May 20, 2016. The petition was signed by Fredrick Olivieri, sole member. The case is assigned to Judge Louis A. Scarcella. At the time of the filing, the Debtor disclosed $1.30 million in assets and $1.21 million in debts. KINCAID HOLDINGS: Exclusive Plan Filing Deadline Moved to Aug. 1 ---------------------------------------------------------------- The Hon. Robin L. Moberly of the U.S. Bankruptcy Court for the Southern District of Indiana has extended Kincaid Holdings LLC's exclusive period within which to file a plan by 60 days, to and including Aug. 1, 2016, and (ii) extending the period within which to solicit acceptances of a plan by 60 days, to and including Nov. 28, 2016. As reported by the Troubled Company Reporter on June 2, 2016, the Debtor asked the Court to extend the period within which to file a plan to and including July 31, 2016, and extend the period within which to solicit acceptances of a plan to and including Nov. 28, 2016. The Debtor started this case with the belief that the sale of the and improvements located in Fishers, Hamilton County, Indiana, consisting of approximately 2.65 acres would occur in short order, and the Debtor quickly located a potential buyer. The Debtor has also been pursuing refinancing options and recently submitted a refinancing package to a lender. The Debtor plans to seek court authority to enter into that transaction and obtain post-petition financing in order to fully satisfy its obligations to Old National Bank. Headquartered in Fishers, Indiana, Kincaid Holdings LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 15-05796) on July 7, 2015, listing $1.7 million in total assets and $788,099 in total liabilities. The petition was signed by Winifred E. Kincaid, managing member. Judge Robyn L. Moberly presides over the case. Samuel D. Hodson, Esq., and Andrew T Kight, Esq., at Taft Stettinius & Hollister LLP serve as the Debtor's bankruptcy counsel. LA4EVER LLC: Taps Capital Group as Mortgage Broker -------------------------------------------------- LA4Ever, LLC and LLCD, LLC seek approval from the U.S. Bankruptcy Court for the District of Connecticut to hire The Capital Group LLC as its mortgage broker. The Debtors tapped the firm to facilitate financing for their residential rental properties in New Haven, Connecticut. The financing would allow them to pay the claim of Southport Secured Lending Fund, LLC, which is owed $920,000. The Debtors propose to pay an initial fee of $7,500 to Capital Group, which is refundable if a term sheet is not produced by the firm from a lender matching the terms of their agreement within 30 days. The proposed total fee, including the initial fee, is 6.25% of the $1.5 million loan, which the Debtors intend to avail from a yet to be determined lender. Chris Messina, mortgage broker and a principal of Capital Group, disclosed in a court filing that the firm does not hold or represent any interests adverse to the Debtors' estates. The firm can be reached through: Chris Messina The Capital Group, LLC 277 Fairfield Road, Suite 300B Fairfield, NJ 07004 Office: (973) 248-0001 Fax: (201) 215-2071 About LA4Ever LLC LA4Ever, LLC and LLCD, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Lead Case No. 15-30546) on April 8, 2015. The petition was signed by Daphne Benas, member. The case is assigned to Judge Julie A. Manning. At the time of the filing, LA4Ever estimated its assets at $500,000 to $1 million and debts at $1 million to $10 million. LLCD estimated its assets and debts at $500,000 to $1 million. LAND SECURITIES: Sale of Douglas County Property Approved --------------------------------------------------------- Judge Michael E. Romero on June 28, 2016, entered an order approving the sale of Land Securities Investors, Ltd's real property located in Douglas County, State of Colorado. The Debtor sought approval of the sale to assist in the implementation of its confirmed Plan of Reorganization. The limited objection filed by 3NP, LLC as to the sale have been resolved. The Debtor is required to escrow $550,000 of the net proceeds of sale to be held in the trust account of Kutner Brinen, P.C. pending adjudication of the issues raised in the objection by 3NP, LLC. The funds may not be distributed without further order of the Court. The sale of the Property shall be free and clear of all liens, claims and encumbrances, including, without limitation, the Deed of Trust originally dated March 31, 2011 to secure the principal sum of $2,727,000 as recorded in the real property records of Douglas County, Colorado on April 4, 2011 under Reception No. 2011021805, as previously amended and assigned to 3NP, LLC, and any such liens, claims, and encumbrances, will attach to the portion of the proceeds of the sale escrowed pursuant to Section 4 hereof in their order of priority as determined by applicable law and upon the closing of such sale and the delivery of $550,000 of the net proceeds into the trust account. As reported in the TCR, the Debtors Land Securities Investors, Ltd., et al., on June 9, 2016, filed a fourth post-confirmation sale motion, asking the Court to approve the sale of an unimproved 13.5-acre parcel of real property known as Project Area 13 of the Roxborough Downs Filing No. 2 located in Jefferson County, Colorado to Cool Water Land & Cattle Investments, LLC for $1.1 million. The Debtor's attorney: Lee M. Kutner, Esq. KUTNER MILLER BRINEN, P.C. 1660 Lincoln St., Suite 1850 Denver, CO 80264 Tel: (303) 832-2400 Fax: (303) 832-1510 E-mail: lmk@kutnerlaw.com The Buyer's attorney: SCHELWAT LAW, LLC 16350 E. Arapahoe Road, Suite 108-102 Foxfield, Colorado 80016 Phone: (720) 252-6764 E-mail: kschelwat@schelwatlaw.com About Land Securities Land Securities Investors, Ltd., LSI Retail II, LLC, and Conifer Town Center, LLC, sought Chapter 11 protection (Bankr. D. Colo. Case Nos. 13-11167, 13-1113, and 13-11135) in Denver on Jan. 29, 2013. Land Securities disclosed $47.0 million in total assets and $29.6 million in total liabilities. The Debtors are real estate developers and investors. The Office of the U.S. Trustee for Region 19 said that it was unable to appoint an official committee of unsecured creditors. Lee M. Kutner, Esq., of Kutner Miller Brinen, P.C., in Denver, Colorado, acts as legal counsel to Land Securities Investors, Ltd. Jeffrey A. Weinman, Esq., of Weinman & Associates, P.C., in Denver, Colorado, acts as legal counsel to LSI Retail II, LLC and Conifer Town Center, LLC. LBH NATIONAL: Taps Kutner Brinen as Legal Counsel ------------------------------------------------- LBH National Corp. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Kutner Brinen, P.C. as its legal counsel. The Debtor tapped the firm to provide these services in connection with its Chapter 11 case: (a) give legal advice with respect to its powers and duties; (b) assist in the development of a Chapter 11 plan of reorganization; (c) file the necessary petitions, pleadings, reports, and actions required in the continued administration of the Debtor's property; (d) take necessary actions to enjoin and stay the continuation of pending proceedings or the commencement of lien foreclosure proceedings until a final decree; and (e) perform all other legal services for the Debtor. The firm's professionals and their hourly rates are: Lee M. Kutner $500 Jeffrey S. Brinen $400 Jenny M.F. Fujii $320 Keri L. Riley $260 Law Clerk $175 Paralegals $75 Lee Kutner, a shareholder of Kutner Brinen, disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Lee M. Kutner, Esq. Kutner Brinen, P.C. 1660 Lincoln St., Ste. 1850 Denver, CO 80264 Tel: 303-832-2400 Fax: 303-832-1510 Email: lmk@kutnerlaw.com About LBH National LBH National Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 16-16247) on June 23, 2016. The petition was signed by Roger Herman, president and CEO. The case is assigned to Judge Michael E. Romero. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. LINC USA: Creditors Committee Has Issues With Final DIP Order ------------------------------------------------------------- The Official Committee of Unsecured Creditors submitted to the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, an objection to Linc USA GP, et al.'s motion asking the Court to enter a Final Order authorizing the Debtors to obtain postpetition financing and use cash collateral. The Creditors Committee contends that while it is amenable to the continuation of the Interim DIP Order pending the final hearing, it has objections that relate chiefly to the proposed Final DIP Order and the existing Interim DIP Order. The Committee avers that among other things, the proposed Final Order improperly: (a) Cripples the Committee's ability to challenge the Secured Lenders' liens and claims by: (1) including an unreasonably short period for the Committee to challenge the Secured Lenders' liens, and (2) failing to include a reasonable budget or carve-out for Committee professionals. (b) Forces an accelerated sale process for the Debtors' assets outside of a plan by not providing for a budget that would confirm a plan. (c) Enriches the Secured Lenders at the unsecured creditors' expense by providing them liens on unencumbered property, including avoidance actions, commercial tort claims, and director and officer insurance policies. (d) Sets aggressive milestones forcing an accelerated sale process for the Debtors' assets outside of a plan. (e) Improperly permits the payment of interest and attorney's fees to the Secured Lenders without a showing that they are oversecured. (f) Waives important rights of the Debtors, including: (1) the right to "surcharge" collateral under Section 506(c) of the Bankruptcy Code, (2) rights under the doctrine of "marshalling," and (3) the "equities of the case" exception under Section 552(b) of the Bankruptcy Code for liens on property acquired postpetition. (g) Makes findings in support of the DIP Lenders, including a "good faith" finding under Section 364(e) of the Bankruptcy Code. "The proposed debtor-in-possession financing is designed to facilitate a sale for the Secured Lenders at the expense of unsecured creditors. Unsecured creditors will effectively fund the process, by virtue of liens and administrative expense claims granted on otherwise unencumbered property. The proposed budget is not proposing to fund a plan, and the cases will likely convert after the Secured Lenders take their collateral under the sale. If the Proposed Final Order were entered as proposed, the unsecured creditors will be worse off because of adequate protection liens and administrative claims generated during the case," the Official Committee argues. The Official Committee of Unsecured Creditors is represented by: Hugh M. Ray, III Esq. MCKOOL SMITH LLP 600 Travis, Suite 7000 Houston, TX 77002 Telephone: (713)485-7300 Facsimile: (713)485-7344 E-mail: hmray@mckoolsmith.com About Linc USA GP Each of Linc USA GP, Linc Energy Finance (USA), Inc., Linc Energy Operations, Inc., Linc Energy Resources, Inc., Linc Gulf Coast Petroleum, Inc., Linc Energy Petroleum (Wyoming), Inc., Paen Insula Holdings, LLC, Diasu Holdings, LLC, Diasu Oil & Gas Company, Inc., Linc Alaska Resources, LLC and Linc Energy Petroleum (Louisiana), LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 16-32689) on May 29, 2016. Linc USA GP and its subsidiaries operate an independent oil and gas exploration and production business with a primary focus on conventional onshore and shallow state water properties along the Gulf Coast of Texas and properties in the Powder River Basin of Wyoming. The Debtors, through their majority owned subsidiary, Renaissance Umiat, LLC (which is not a Debtor), also own oil and gas properties in the Umiat field on Alaska's North Slope. The Debtors are ultimately owned by Linc Energy Ltd., an Australian corporation established in the year 2000, shares of which were listed on the Singapore Stock Exchange. Linc Energy Ltd. entered into voluntary administration in Australia on April 15, 2016. The Debtors estimated assets in the range of $50 million to $100 million and debts of up to $500 million. As of the Petition Date, the Debtors estimate that they owed approximately $5.8 million to their vendors. Bracewell LLP serves as the Debtors' counsel. Kurtzman Carson Consultants LLC acts as the Debtors' notice, claims and balloting agent. Judge David R Jones presides over the cases. LLAC INC: Taps Berrios & Longo as Legal Counsel ----------------------------------------------- L.L.A.C. Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Berrios & Longo, P.S.C. as its legal counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) advise and consult with the Debtor concerning the filing of schedules, appearance at first meeting of creditors, identifying and evaluating legal issues, and the filing of objections to claims; (b) appear for, prosecute, defend and represent the Debtor's interest in suits arising in or related to its bankruptcy case; (c) investigate preferences and other actions arising under the trustee's avoiding powers. (d) assist in the preparation of pleadings, motions, notices and orders required for the orderly administration of the Debtor's estate. The firm's professionals and their hourly rates are: Edilberto Berrios Perez $350 Fernando Longo Quinones $275 Junior Attorneys $175 Legal Assistants $100 In a court filing, Mr. Quinones disclosed that he and the members of the firm do not hold any interests adverse to the Debtor's estate. Berrios & Longo can be reached through: Fernando Longo Quinones Berrios & Longo, P.S.C. Capital Center Building 239 Arterial Hostos Avenue, Suite 701 Hato Rey, Puerto Rico 00918 Tel: 753-0884 Fax: 753-4821 About L.L.A.C. Inc. L.L.A.C. Inc., dba Tula Bay Dinner, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 16-05004) on June 23, 2016. M2J2 LLC: Case Summary & 4 Unsecured Creditors ---------------------------------------------- Debtor: M2J2 LLC c/o Troy's Garden Nurseries, Inc PO Box 108 Bedford, NY 10506 Case No.: 16-22876 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Southern District of New York (White Plains) Judge: Hon. Robert D. Drain Debtor's Counsel: Nathan Horowitz, Esq. One Barker Avenue, Suite 301 White Plains, NY 10601 Tel: (914) 684-0551 Fax: 646-805-2977 E-mail: nathan@nathanhorowitzlaw.com Total Assets: $2.75 million Total Liabilities: $1.12 million The petition was signed by Meredith F. Troy, sole member. A copy of the Debtor's list of its 20 largest unsecured creditors -- containing only 4 entries -- is available for free at http://bankrupt.com/misc/nysb16-22876.pdf MADISON MEMORIAL: S&P Assigns 'BB+' Rating on $45MM 2016 Bonds -------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' long-term rating to the Idaho Health Facilities Authority's $45 million series 2016 revenue refunding bonds. At the same time, S&P affirmed its 'BB+' long-term rating on Madison County, Idaho's series 2006 revenue certificates of participation (COPs). Both series were issued for Madison Memorial Hospital (MMH). The outlook on all debt is stable. S&P understands that the proceeds from the 2016 issuance will be used to refund all series 2006 debt outstanding. Following completion of the transaction, S&P Global Ratings will withdraw its rating on the 2006 COPs. "We assessed MMH's enterprise profile as vulnerable, due in part to a high concentration of inpatient admissions among the top 10 physicians," said S&P Global Ratings analyst Patrick Zagar. "Although not uncommon among smaller providers, we believe this exposes the hospital to potential volume loss in the event of an unexpected physician departure." S&P also considered the hospital's solid market share in a primary service area (PSA) that has a small, albeit rapidly growing, population. "Concurrently, we assessed MMH's financial profile as strong due in part to operating margins and debt service coverage that both compare very favorably to similarly rated peers," added Mr. Zagar. "However, we believe the hospital's financial profile is tempered by light unrestricted reserves, especially when compared to long-term debt. We consider MMH to have a small revenue base, with net patient revenue (NPR) of $67 million in fiscal 2015." Combined, S&P believes these credit factors lead to an indicative rating level of 'bb+' and a final rating of 'BB+'. In S&P's view, management has been aggressive and proactive in defending MMH's market position, making numerous strategic investments over the past few years. Going forward, S&P expects management will continue to monitor its PSA for opportunities, while considering the impact of potential investments on the hospital's financial profile. The stable outlook reflects S&P's expectation that MMH's positive operating results will continue to support the balance sheet and mitigate pressure caused by management's strategic investments. Moreover, S&P expects MMH's existing investments--specifically the new short-stay rehabilitation facility--will become accretive to the hospital's financial profile. S&P could consider a lower rating or negative outlook if margins and coverage metrics were to compress below fiscal 2015 and interim 2016 levels, or if unrestricted reserves decline further. In addition, operational challenges stemming from MMH's EMR system installation could have an adverse impact on the rating. Although not likely within the one-year outlook period, S&P could take a positive rating action in the longer term if MMH improves its liquidity metrics -- both DCOH and reserves to long-term debt -- to levels consistent with an investment-grade rating. Moreover, an improved business position -- namely market share -- could also warrant positive rating action. MMH is a 69-staffed-bed acute-care hospital in Rexburg, Idaho, the seat of Madison County. The hospital is owned by the county but does not benefit from any tax support. Of MMH's 69 beds, a total of 33 are devoted to obstetrics and neonatal intensive care. METCOM NETWORK: Case Summary & 15 Unsecured Creditors ----------------------------------------------------- Debtor: Metcom Network Services, Inc. 4250 Veterans Memorial Highway Suite 3150 West Holbrook, NY 11741 Case No.: 16-11870 Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Neil H. Ackerman, Esq. ACKERMAN FOX, LLP 90 Merrick Avenue, Suite 400 East Meadow, NY 11554 Tel: (516) 493-9920 Fax: (516) 228-3396 E-mail: nackerman@ackermanfox.com kfox@ackermanfox.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mark DuMoulin, Sr., president. A copy of the Debtor's list of the Debtor's 20 largest unsecured creditors -- containing 15 entries -- is available for free at http://bankrupt.com/misc/nysb16-11870.pdf MINERVA YAGER: Unsecureds Projected to Recoup 7% Under Plan ----------------------------------------------------------- Minerva Yager filed with the Bankruptcy Court in Arizona her First Amended Disclosure Statement and First Amended Plan of Reorganization, dated June 9, 2016. The Debtors estimated unsecured claims in the amount of $94,034.09, which does not include any deficiency amounts for secured creditors. Under the Plan, all allowed and approved unsecured claims in Class 10 will be paid the sum of $450.00 on a quarterly basis, pro rata, from the Debtors' disposable income, to be paid on the last day of each quarter, beginning with the quarter ending after the Effective Date and anticipated to be September 30, 2016, and continuing each quarter thereinafter for five years. Any liens held by the Class 10 creditors shall be null and void and removed as of the Effective Date. Accordingly, payments to this Class is expected to total $6,750 for the five-year period, for a projected recovery of 7.18% for this Class. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/azb15-05845-0093.pdf Minerva Yager filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 15-05845) on May 12, 2015. She is represented by: Eric Slocum Sparks, Esq. LAW OFFICES OF ERIC SLOCUM SPARKS, P.C. 110 South Church Avenue #2270 Tucson, Arizona 85701 Telephone (520) 623-8330 Facsimile (520) 623-9157 E-mail: law@ericslocumsparkspc.com eric@ericslocumsparkspc.com MM SHOWS: Wants Exclusive Plan Filing Deadline Moved to Sept. 30 ---------------------------------------------------------------- MM SHOWS, LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida to extend the Debtor's exclusive period to file a plan of reorganization through and including Sept. 30, 2016, and the time to solicit ballots on the plan to Nov. 30, 2016. The time in which the Debtor has the exclusive right to file a plan expires on June 29, 2016. The exclusive time for the Debtor to solicit ballots on a plan would expire on Aug. 29, 2016. The Debtor desires to focus its full attention on reestablishing its business, and formulating an exit strategy to this Chapter 11 case. The Debtor does not want to be concerned with competing plans. The Debtor's counsel can be reached at: Brian S. Behar, Esq. BEHAR, GUTT & GLAZER, P.A. DCOTA, Suite A-350 1855 Griffin Road Ft. Lauderdale, FL 33004 Tel: (305) 931-3771 Fax: (305) 931-3774 E-mail: bsb@bgglaw.net MM Shows, LLC, dba Celebrity Sports, was engaged in the retail sale of novelty and collectable items, both sports and other related items. It operated its business from its one location at 1825 N. Pine Island Road, Plantation, Florida 33322. MM Shows filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 16-12962) on March 1, 2016. The Debtor is represented by Brian S. Behar, Esq., at Behar, Gutt & Glazer, PA. NANOSPHERE INC: Notifies Nasdaq of Change in Shares Outstanding --------------------------------------------------------------- Nanosphere, Inc., filed a Change in Number of Shares Outstanding Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq Stock Market Rule 5250 (e)(1) with respect to the issuance of an aggregate of 2,747,148 shares of common stock upon the exercise of warrants to purchase common stock that were exercised from June 16, 2016, through June 24, 2016. After giving effect to these transaction, there will be 52,456,057 issued and outstanding shares of the Company's common stock. As previously announced, On May 15, 2016, the Company, Luminex Corporation, a Delaware corporation, and Commodore Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of Luminex entered into an Agreement and Plan of Merger. Pursuant to the Merger Agreement, on June 2, 2016, Luminex commenced a cash tender offer to acquire all of the shares of the Company's common stock, par value $0.01 per share for a purchase price of $1.70 per share, net to the holders thereof, in cash, without interest, subject to the terms and conditions of the Merger Agreement. On June 9, 2016, Luminex filed a Premerger Notification and Report Form under the Hart-Scott-Rodino Act Antitrust Improvements Act of 1976, and on June 13, 2016, the Company submitted a responsive Notification and Report Form under the HSR Act. Accordingly, at 11:59 PM on June 24, 2016, the waiting period under the HSR Act applicable to Luminex's offer to purchase shares of Common Stock of the Company in the Offer expired, and the Regulatory Condition (as such term is defined in the Merger Agreement) has been satisfied. About Nanosphere Nanosphere, Inc., develops, manufactures and markets an advanced molecular diagnostics platform, the Verigene System, that enables simple, low cost and highly sensitive genomic and protein testing on a single platform. The Verigene System includes a bench-top molecular diagnostics workstation that is a universal platform for genomic and protein testing and provides for multiple tests to be performed on a single platform, including both genomic and protein assays, from a single sample. Its proprietary nanoparticle technology provides the ability to run multiple tests simultaneously on the same sample. Nanosphere was founded by Chad A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is headquartered in Northbrook, IL. Nanosphere reported a loss attributable to common shareholders of $42.84 million on $21.07 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common shareholders of $39.07 million on $14.29 million of total revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Nanosphere had $39.78 million in total assets, $27.49 million in total liabilities and $12.29 million in total stockholders' equity. Deloitte & Touche LLP, in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company's recurring losses from continued use of cash to fund operations raise substantial doubt about its ability to continue as a going concern. NATIONAL CINEMEDIA: Cancels Registration of Shares under Plans -------------------------------------------------------------- National Cinemedia, Inc., filed with the Securities and Exchange Commission post-effective amendments to the following Form S-8 registration statements: * Registration Statement on Form S-8 (File No. 333-158836), filed with the SEC on April 28, 2009 by National CineMedia, Inc., relating to the registration of 4,500,000 shares of common stock, par value $0.01 per share of the Registrant issuable under Registrant's 2007 Equity Incentive Plan, as amended. * Registration Statement on Form S-8 (File No. 333-176054), filed with the SEC on Aug. 4, 2011 by National CineMedia, Inc., relating to the registration of 3,000,000 shares of common stock, par value $0.01 per share of the Registrant issuable under Registrant's 2007 Equity Incentive Plan, as amended. * Registration Statement on Form S-8 (File No. 333-140652), filed with the SEC on Feb. 13, 2007 by National CineMedia, Inc., relating to the registration of 2,576,000 shares of common stock, par value $0.01 per share of the Registrant issuable under Registrant's 2007 Equity Incentive Plan. * Registration Statement on Form S-8 (File No. 333-188488), filed with the SEC on May 9, 2013 by National CineMedia, Inc., relating to the registration of 2,800,000 shares of common stock, par value $0.01 per share of the Registrant issuable under Registrant’s 2007 Equity Incentive Plan, as amended and restated. In accordance with the Company's undertakings in the Registration Statements, the Company amends the Registration Statements to remove from registration all shares of Common Stock registered but remaining unsold as of the date hereof, if any, under the Registration Statements and to terminate the effectiveness of the Registration Statements. About National CineMedia National CineMedia, Inc., is the holding company of National CineMedia, LLC. NCM LLC operates the largest digital in-theatre network in North America, allowing NCM to distribute advertising, Fathom entertainment programming events and corporate events under long-term exhibitor services agreements with American Multi-Cinema Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment Group; and Cinemark USA, Inc., a wholly owned subsidiary of Cinemark Holdings, Inc. NCM LLC also provides such services to certain third-party theater circuits under "network affiliate" agreements, which expire at various dates. For the year ended Dec. 31, 2015, the Company reported net income attributable to the Company of $15.4 million on $447 million of revenue compared to net income of $13.4 million on $394 million of revenue for the year ended Jan. 1, 2015. As of Dec. 31, 2015, National Cinemedia had $1.08 billion in total assets, $1.25 billion in total liabilities and a $171.7 million total deficit. * * * As reported by the TCR on March 24, 2011, Standard & Poor's Ratings Services raised its corporate credit ratings on Centennial, Colorado-based National CineMedia Inc. and operating subsidiary National CineMedia LLC (which S&P analyzes on a consolidated basis) to 'BB-' from 'B+'. "The 'BB-' corporate credit rating reflects S&P's expectation that NCM's EBITDA growth will enable the company to continue to de-lever over the intermediate term despite its aggressive dividend policy," said Standard & Poor's credit analyst Jeanne Shoesmith. NET ELEMENT: Opts to Exchange $100,000 for 57,663 shares -------------------------------------------------------- Net Element, Inc., opted to exchange the fourth tranche in the aggregate amount of $100,000 for 57,663 shares of the Company common stock based on the "exchange price" of $1.7342 per share for this fifth tranche pursuant to the Master Exchange Agreement, with Crede CG III, Ltd. Such shares of common stock of the Company were issued to Crede under an exemption from the registration requirements of the Securities Act of 1933, as amended, in reliance upon Section 3(a)(9) of the Securities Act. About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $13.3 million on $40.2 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $10.21 million on $21.4 million of total revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Net Element had $21.61 million in total assets, $14.05 million in total liabilities and $7.55 million in total stockholders' equity. Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has sustained recurring losses from operations and has working capital and accumulated deficits that raise substantial doubt about its ability to continue as a going concern. NEW MILLENNIUM: Moody's Assigns Caa2 CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service assigned a Caa2 Corporate Family Rating and Caa2-PD Probability of Default Rating to New Millennium HoldCo, Inc., the parent of Millennium Health, LLC. At the same time, Moody's assigned a Caa2 (LGD 3) rating to the company's first lien senior secured term loan. New Millennium Holdco, Inc. and Millennium Health, LLC are co-borrowers under the new credit agreement. The rating outlook is stable. Ratings assigned: New Millennium HoldCo, Inc. Corporate Family Rating at Caa2 Probability of Default Rating at Caa2-PD $600 million senior secured first lien term loan at Caa2 (LGD 3) The rating outlook is stable. RATINGS RATIONALE The Caa2 CFR reflects Moody's expectation that the company will remain highly levered for the foreseeable future. Moody's estimates that adjusted debt to EBITDA for the twelve months ended March 31, 2016 was 5.0x, and the rating agency expects that leverage will reach a high of over 7.0x by the end of 2016. This increase in leverage is largely due to deterioration in Millenium's earnings following a reduction in Medicare billing rates for diagnostic testing that began on Jan. 1, 2016. The impact is a net reimbursement reduction for Millennium and other lab companies. The rating also reflects Millennium's relatively small scale compared to other larger competitors, as well as the company's reliance on one segment for the majority of its operating earnings and cash flow. Moody's expects Millennium to maintain adequate liquidity, supported by high cash balances in excess of $125 million and positive free cash flow. The company does not have a revolving credit facility. The stable outlook incorporates Moody's expectation that Millennium will remain very highly levered, and continue to be challenged by a difficult reimbursement environment. Should Moody's believe at any time that Millennium's capital structure is becoming unsustainable, the ratings could be downgraded. In addition, the ratings could be downgraded if Millennium's liquidity weakens. Ratings could also be downgraded if operating earnings and cash flow materially suffer due to the company's inability to successfully adapt to the new unfavorable reimbursement environment. An upgrade would be contingent on Millennium successfully adapting to the new reimbursement environment, materially reducing its financial leverage, and improving its free cash flow. The principal methodology used in these ratings was that for the Business and Consumer Service Industry published in December 2014. Millennium, headquartered in San Diego, CA, provides health care professionals with medication monitoring and drug detection services, pharmacogenic testing, and clinical tools, scientific data and education used to personalize treatment plans to improve clinical outcomes and patent safety. NEW PHOENIX METALS: Taps Joyce W. Lindauer as Legal Counsel ----------------------------------------------------------- New Phoenix Metals, Ltd. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC. The Debtor tapped the firm to provide legal services in connection with its Chapter 11 case. The firm's professionals and their hourly rates are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Paralegals $75 - $105 Legal Assistants $75 - $105 Ms. Lindauer disclosed in a court filing that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer Sarah Cox Jamie Kirk Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, Texas 75230 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About New Phoenix Metals New Phoenix Metals, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-32075) on May 26, 2016. The petition was signed by Marcus D. Carl, partner. The case is assigned to Judge Stacey G. Jernigan. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. NEXXLINX CORPORATION: Case Summary & 30 Top Unsecured Creditors --------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- NexxLinx Corporation, Inc. 16-61225 fka CustomerLinx Corp. 3565 Piedmont Road, NE Building 2, Suite 104 Atlanta, GA 30305 CustomerLinx of North Carolina, Inc. 16-61229 Microdyne Outsourcing, Inc. 16-61231 NexxLinx Global, Inc. 16-61233 NexxLinx of New York, Inc. 16-61234 NexxLinx of Texas, Inc. 16-61236 Type of Business: Operates customer service call centers Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Hon. Paul Baisier Debtors' Counsel: Ashley Reynolds Ray, Esq. SCROGGINS & WILLIAMSON, P.C. One Riverside, Suite 450 4401 Northside Parkway Atlanta, GA 30327 Tel: (404) 893-3880 Fax: (404) 893-3886 E-mail: aray@swlawfirm.com - and - J. Robert Williamson, Esq. SCROGGINS & WILLIAMSON, P.C. One Riverside, Suite 450 4401 Northside Parkway Atlanta, GA 30327 Tel: (404) 893-3880 E-mail: rwilliamson@swlawfirm.com Debtors' Financial Consultants: GGG PARTNERS, LLC Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petitions were signed by D. Alan Quarterman, CEO. Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contact Solutions LLC Trade Debt & $1,411,793 Access National Bank FBO Lawsuit PO Box 221374 Chantilly, VA 20151 c/o Raymund DiCamillo Richards, Layton & Finger, P.A. dicamillo@rlf.com Tel: 302-651-7700 Vialinx, SA Trade Debt $776,223 Zona Franca America Edificio C-7, 3er Piso San Francisco de Heredia CR 40103 Scott Kincer scott.kincer@vialinx.com Tel: 506-405-1400 TPP 204 Northview, LLC Rent $659,910 8911 N. Capital of Texas Hwy. Building 1, Suite 1100 Austin, TX 78759 c/o Jeremy Brewer Richie & Gueringer PC jbrewer@rg-sanantonio.com Tel: 210-220-1080 CenturyLink Trade Debt $656,690 665 Lexington Ave Mansfield, OH 44907 Lila Mears lila.mears@centurylink.com Tel: 701-333-1218 Fax: 877-266-9810 Internal Revenue Service Tax $500,000 Centralized Insolvency Operation PO Box 7346 Philadelphia, PA 19101-7346 Offshore Solutions, LLC Trade Debt $464,381 4102 1900 W Roy, UT 84067 Paul Lijenguist paul.lijenguist.@focusservices.com Tel: 801-393-1635 Holzthum, Karl Lawsuit-Loan $463,000 11 Riddle Hill Road Falmouth, MA 02540 c/o John Porter Smiley Bishop & Porter LLP jporter@sbpllplaw.com Tel: 770-829-3850 Wilco Capital, Inc. Lawsuit $335,977 c/o Ron Williamson, President 104 23rd Street South 150 Birmingham, AL 35233 c/o Frank DeBorde Morris, Manning & Martin LLP fdeborde@mmmlaw.com Tel: 404-233-7000 Fax: 404-365-9532 Thermo Communications Funding, LLC Lawsuit $301,311 c/o Seth Block, EVP 639 Loyola Ave. Suite 2565 New Orleans, LA 70113 fdeborde@mmmlaw.com Tel: 404-233-7000 Fax: 404-365-9532 L.E. Springer Inc. Rent $150,000 SaviLinx Trade Debt $140,024 hblease@savilinx.com North Industrial Development Rent $134,075 wl@lambertdbm.com Peterson Properties LLC Rent $124,318 jmp521@aol.com Mcllwaine, John Severance $114,000 john@themcilwaines.com Agreement Key Equipment Finance Equipment $104,047 glen.bleeker@key.com Lease American Funds US Investment Rent $101,451 debi.kassing@hqcapital.com Blue Cross Blue Shield of GA Insurance $92,702 tina.kirkland@bcbsga.com Pipkins, Inc. Trade Debt $82,898 accounting@pipkins.com Williams, Kim Severance $75,208 kwilliams@savilinx.com Agreement VPI, Inc. Trade Debt $68,098 chrism@vpi-corp.com Francis J Malara Rent $55,025 fmalara@pmlawllp.com Piedmont Center 1-4 LLC Rent $52,195 kerri.sparks.cushwake.com QTS Trade Debt $51,636 darwin.shultz@qtsdatacenters.com Wells Fargo Financial Leasing Equipment $51,075 athompson@sgrlaw.com Lease Paetec Trade Debt $36,458 rick.baum@windstream.com Emera Maine Trade Debt $36,250 custserv@emeramaine.com Travis County Tax Office Tax $33,762 jbeckham@burr.com Frazier & Deeter, LLC Professional $32,383 david.deeter@frazierdeeter.com Services Bobby Dodd Professional $25,000 andy.tuck@alston.com Services Nexus IS Inc. Trade Debt $22,618 joe.langley@nexusis.com NEXXLINX CORPORATION: Files for Bankruptcy With Up to $50M in Debt ------------------------------------------------------------------ NexxLinx Corporation, Inc., and five of its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code on June 28, 2016, estimating assets and liabilities in the range of $10 million to $50 million. The petitions, signed by Chief Executive Officer Alan D. Quarterman, were filed in the U.S. Bankruptcy Court for the Northern District of Georgia. Headquartered in Atlanta, GA, NexxLinx and its co-debtor subsidiaries and affiliates are business process and marketing services outsourcing providers that design custom solutions for inbound and outbound customer care, telemarketing and data collection, help desk, e-mail processing, live web and voice interaction, and back-end data processing. The Debtors currently operate customer service call centers in Maine, North Carolina, New York, and Georgia and employ approximately 1,100 individuals. The Debtors cited a recently implemented operations restructuring, pending lawsuits and general changes in the call center industry as the causes of their financial troubles. In recent months, the Debtors were required by one of their main customers to relocate certain services previously performed overseas back to a facility in Georgia. According to the Debtors, while they expect the restructuring to be profitable in the long term, the immediate costs associated with the operations restructuring and training have caused a significant cash shortfall. Branch Banking & Trust Company's refusal to renew a prepetition credit facility with the Debtors forced the Debtors to seek an alternate financing from Action Capital Corporation in October 2015. Pursuant to a Factoring and Security Agreement and an Earned and Unbilled Revenue Line of Credit Agreement, Action provided factoring of the Debtors' accounts receivable, as well as a line of credit for earned but unpaid accounts receivable. The Action Facility was insufficient to fully extinguish all the indebtedness owing to BB&T, the Debtors maintained. Action has agreed to provide post-petition debtor-in-possession financing to the Debtors and allow the use of cash collateral on economic terms substantially similar to the pre-petition Loan Documents. Proceeds of the DIP Financing will be used to pay vendors, employees and other constituencies that are essential to the orderly operation of the Debtors' businesses. In conjunction with their bankruptcy petitions, the Debtors filed first day motions seeking authority to, among other things, pay employee obligations, obtain postpetition financing, use cash collateral, establish procedures for monthly compensation and reimbursement of expenses of professionals, and to continue prepetition insurance programs. To promote judicial efficiency and to minimize the administrative expenses to each of their estates, the Debtors sought joint administration of their Chapter 11 cases under the Lead Case No. 16-61225. Scroggins & Williamson, P.C., represents the Debtors as counsel. GGG Partners, LLC, acts as the Debtors' financial consultants. Judge Paul Baisier is assigned to the cases. NORDICA SOHO: Case Summary & 10 Unsecured Creditors --------------------------------------------------- Debtor: Nordica Soho LLC 7 Times Square, Floor 37 New York, NY 10036-6579 Case No.: 16-11856 Type of Business: Single Asset Real Estate Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Debtor's Counsel: J. Ted Donovan, Esq. Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212)-221-5700 Fax: 212-422-6836 E-mail: TDonovan@GWFGlaw.com knash@gwflaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Nanci Hom and Harry Shapiro, co-managers. The Debtor's list of 20 largest unsecured creditors identifies only 10 creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Gruzen Samton Architects, Professional $0 Planners, etc Services Gruzen Samton Architects, Professional $0 Planners, etc Services Law Offices of David J. Feit, Esq. Legal Services $25,000 PLLC Mortgage Equicap LLC $0 NYC Dep't of Finance $121,601 NYC Environmental Control Board $0 NYC Environmental Control Board $0 NYS Dep't of Taxation $0 Smith and Shapiro Legal Services $400,000 116 E 27th FL 3 New York, NY 10016-8942 Spring Scaffolding, LLC Construction $7,013 PEAK WEB: U.S. Trustee Forms 4-Member Committee ----------------------------------------------- Gail Brehm Geiger, acting U.S. trustee for Region 18, on June 24 appointed four creditors of Peak Web LLC to serve on the official committee of unsecured creditors. The committee members are: (1) Themesoft, Inc. c/o Sasikanth Nagasubramaniam 13601 Preston Rd., Ste. W860 Dallas, TX 75240 Phone: (972) 474-8787 Email: sasi@themesoft.com (2) MOD Mission Critical c/o Michael Hollander 4950 South Yosemite St., #F2-367 Greenwood Village, CO 80111 Phone: (303) 731-0059 Fax: (720) 221-0688 Email: mike@modmc.net (3) Gregory M. Rodriguez 2 Kinghurst San Antonio, TX 78248 Phone: (210) 286-0832 Email: senorgreg3658@gmail.com (4) Intervision Systems c/o Jon Greco 2270 Walsh Ave Santa Clara, CA 95050 Phone: (650) 271-2493 Email: jgreco@intervision.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Peak Web Headquartered in Oregon, Peak Web, LLC dba Peak Hosting, is a managed-service company that provides the servers, storage, network, datacenter, and staff for some of the largest online businesses. Peak's operations and engineering teams currently support 26 customers in industries spanning online and mobile gaming, finance, real estate, consulting, and big data companies. Peak has 50% of its data center pre-built and ready for new customers. This equates to about 100 racks of space, which can accommodate approximately 2,000 additional servers for the expansion of new and existing customers. Peak Web sought creditor protection in the U.S. Bankruptcy Court for the District of Oregon (Bankr. D. Ore. Case No. 16-32311) on June 13, 2016. The petition was signed by Jeffrey E. Papen as CEO. The Debtor estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The Debtor has engaged Tonkon Torp LLP as counsel, Cascade Capital Group, LLC as consultant and Susman Godfrey LLP and Ropers Majeski Kohn Bentley PC as its litigation counsel. The case is assigned to Judge Peter C McKittrick. PENN-TEX HELICOPTERS: Will Sell Assets to Pay Secured Creditors --------------------------------------------------------------- Penn-Tex Helicopters, Inc., filed with the U.S. Bankruptcy Court for the Western District of Louisiana a second amended plan and disclosure statement. Gulf Coast Bank, which holds a first mortgage on the Debtor's real estate, filed a $117,229 secured claim. The real estate is 4.78 acres in Section 22 of Iberia Parish, in Louisiana. The Debtor will sell the property to insider, Pearl Squires, for the appraised value of $127,000 and Gulf Bank will receive $112,800 of the sale proceeds. The remaining debt due to Gulf Coast Bank will be treated as a general unsecured claim. Small Business Administration, which holds a mortgage on the Debtor's property and a lien on the 1963 Piper Comanche, filed a $135,610 secured claim. SBA will receive $14,2000 from the proceeds of the sale of the property. The Piper Comanche will be sold for $1,800 and all of the sale proceeds will be delivered to SBA. The remaining amounts due to SBA will be treated as a general unsecured claim. Any remaining funds in the Debtor's debtor-in-possession account after administrative costs are paid, will be paid to general unsecured creditors on a pro rata basis. A full-text copy of the Second Amended Disclosure Statement is available at http://bankrupt.com/misc/lawb15-51588-50.pdf Penn-Tex Helicopters, Inc. filed a Chapter 11 petition (Bankr. W.D. La. Case No. 15-51588) on December 14, 2015, and is represented by William C. Vidrine, Esq., at Vidrine & Vidrine, PLLC. Penn Tex is a Louisiana corporation that was organized May 31, 1988. It was run by Kenneth E. Squires. The business of the company was a flying school until 911 when laws were made restricting the ability of Mr. Squires to instruct to be pilots. The company was there after run as a crop dusting service until the untimely death of Mr. Squires August 10, 2014. Mrs. Squires is the sole heir of Mr. Squires. Mrs. Squires is not able to continue to operate the business and the business has not operated since Mr. Squires death. PREMIUM TRANSPORTATION: Wants Oct. 10 as Plan Filing Deadline ------------------------------------------------------------- Premium Transportation Services, Inc., asks the U.S. Bankruptcy Court for the District of Delaware to extend the period during which the Debtor has the exclusive right to file a Chapter 11 plan by 90 days through and including Oct. 10, 2016, and extending the period during which the Debtor has the exclusive right to solicit acceptances of the plan through and including Dec. 8, 2016. The current Exclusive Periods will terminate on July 11, 2016, and Sept. 9, 2016, respectively. A hearing on the Debtor's request is set for July 20, 2016, at 10:00 a.m. (ET). Objections must be filed by July 11, 2016, at 4:00 p.m. (ET). The Debtor's counsel can be reached at: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney, Esq. Erin R. Fay, Esq. Tamara K. Minott, Esq. 1201 North Market Street P.O. Box 1347 Wilmington, Delaware 19899-1347 Tel: (302) 658-9200 Fax: (302) 658-3989 E-mail: rdehney@mnat.com efay@mnat.com tminott@mnat.com About Premium Transportation Premium Transportation Services, Inc., sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (Delaware) (Case No. 16-10629) on March 13, 2016. The Debtor is a logistics provider with expertise in distributing imports. The Debtor is represented by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell, LLP. The petition was signed by Sam Joumblat, CFO. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million. Andrew Vara, acting U.S. trustee for Region 3, originally appointed five members to the official committee of unsecured creditors of Premium Transportation Services Inc. On April 5, the U.S. Trustee said one member -- TEC of California Inc. -- has resigned. The remaining committee members are The Claro Group, LLC, Flexi Van Leasing Inc., QED Software LLC d/b/a Trinium Technologies, and Juan Umana. The Committee retained Province, Inc., as Financial Advisor, * * * Premium Transportation Services, Inc., filed a first amended plan of reorganization and accompanying disclosure statement to, among other things, modify the estimated recovery of creditors and estimated amount of claims. Under the First Amended Plan, holders of Class 6 - General Unsecured Claims will recover an estimated 2.5% to 7% of their total allowed claims, which amount to $7,000,000 to $20,000,000. Holders of Class 5 - Trade Claims will recover an estimated 62% to 80% of their total allowed claims, which amount to $900,000 to $1,200,000. ROYWELL SERVICES: Seeks to Hire Cage Hill as Legal Counsel ---------------------------------------------------------- Roywell Services, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Cage, Hill & Niehaus, L.L.P. as its legal counsel. The Debtor tapped the firm to provide these services in connection with its Chapter 11 case: (a) provide legal advice with respect to its powers and duties as a debtor-in-possession in the continued operation of its business and management of its property; (b) prepare all pleadings on behalf of the Debtor; (c) negotiate and submit a liquidating plan, if necessary, satisfactory to the Debtor, its estate and the creditors at large; and (d) provide other legal services when necessary. The firm's hourly rates for matters related to the Debtor's case range from $250 to $450 for attorneys, and $110 per hour for Paraprofessionals. Theresa Mobley, Esq., a senior associate, disclosed in a court filing that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Theresa D. Mobley Cage, Hill & Niehaus, L.L.P. 5851 San Felipe Street, Suite 950 Houston, TX 77057 Tel: 713-789-0500 E-mail: cagehill@cagehill.com About Roywell Services Headquartered in Houston, Texas, Roywell Services, Inc. was formed in 1965 and operated as a small oilfield cementing company. Subsequently, the Debtor expanded and improved its facilities and began providing acid blending and related services to its customers in the oil and gas industry. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Case No. 16-60070) on June 6, 2016. The petition was signed by John D. McLain, president. The case is assigned to Judge David R. Jones. At the time of the filing, the Debtor estimated its assets at $1 million to $10 million and liabilities at $10 million to $50 million. The Debtor has tentatively entered into a sale agreement with Roywell LLC, its secured creditor and proposed DIP Lender, acting as the stalking horse. The Debtor proposes bid procedures to sell substantially all of its equipment, inventory, and business good-will as a going concern at auction. RYCKMAN CREEK: Fee Examiner Taps Fox Rothschild as Legal Counsel ---------------------------------------------------------------- The fee examiner appointed in the Chapter 11 cases of Ryckman Creek Resources LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Fox Rothschild LLP. Fox Rothschild will serve as legal counsel to Richard Meth, the official appointed by the court to review and assess fee applications by professionals retained in the Debtors' bankruptcy cases. The firm will provide these services: (a) reviewing fee applications and related invoices; (b) assisting the fee examiner in any hearings or other proceedings before the court to consider the fee applications; (c) assisting the fee examiner with legal issues raised by inquiries to and from the professionals retained by the fee examiner; (d) attending meetings between the fee examiner and the retained professionals; (e) assisting the fee examiner in the preparation of preliminary and final reports regarding professional fees and expenses; and (f) assisting the fee examiner in developing protocols and making reports and recommendations. Fox's current hourly rates range from $220 to $865 for partners; $205 to $845 for counsel; $205 to $510 for associates; and $135 to $385 for paraprofessionals. Aside from professional fees, the firm will also receive reimbursement for work-related expenses. Richard Meth, a partner at Fox, disclosed in a court filing that he and the firm do not hold any interests adverse to the Debtors' estates. In response to the request for additional information set forth in Section D.1 of the U.S. Trustee Guidelines, Fox disclosed that it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for its employment with Ryckman and its affiliates. Fox also disclosed that it did not represent the fee examiner during the 12 months prior to the Debtors' bankruptcy filing, and that it will seek to create a budget in consultation with the fee examiner for the Debtors' cases. Fox can be reached through: Richard M. Meth, Esq. Fox Rothschild LLP 75 Livingston Avenue, Suite 200 Roseland, NJ 07069-1600 Telephone: (973) 992-4800 Facsimile: (973) 992-9125 Email: rmeth@foxrothschild.com About Ryckman Creek Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC, is engaged in the acquisition, development, marketing, and operation of a Natural gas storage facility known as the Ryckman Creek Facility. The Ryckman Creek Facility is a depleted crude oil and natural gas reservoir located in Uinta County, Wyoming. The Company began development of the reservoir into a natural gas storage facility in 2011. The Ryckman Creek Facility began commercial operations in late 2012 and received injections of customer gas and gas purchased by the Company. The Debtors have approximately 35 employees. Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC, Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10292 to 16-10295) on Feb. 2, 2016. The petitions were signed by Robert Foss as chief executive officer. Kevin J. Carey has been assigned the case. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP as counsel, AP Services, LLC, as management provider, Evercore Group LLC as investment banker, and Kurtzman Carson Consultants LLC as claims and noticing agent. On April 11, 2016, Ryckman Creek Resources, LLC, disclosed total assets of more than $205 million and total debts of more than $391.2 million. Judge Stuart M. Bernstein presides over the Chapter 15 case. SANDALWOOD HOSPITALITY: Aug. 11 Plan Confirmation Hearing --------------------------------------------------------- Judge John S. Dalis of the U.S. Bankruptcy Court for the Southern District of Georgia approved the amended disclosure statement explaining Sandalwood Hospitality, LLC's Amended Chapter 11 Plan. A Hearing on Confirmation of the Plan and Discharge, if applicable, and Hearing on Motion for Confirmation pursuant to Section 1129(b) of the Bankruptcy Code, if applicable, will be held on August 11, 2016, at 10:30 a.m. The Debtor and its attorney must appear. In the event they fail to appear, or if the plan is not confirmed at the hearing, a hearing will thereupon be held to determine whether the case should be dismissed or converted to Chapter 7. Sandalwood Hospitality, LLC, filed a Chapter 11 petition (Bankr. S.D. Ga. Case No. 16-20030) on January 18, 2016, and is represented by David L. Bury, Jr., Esq., at Stone & Baxter, LLP, in Macon, Georgia. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and $1 million to $10 million in estimated debts. The petition was signed by Chetan T. Patel, member-manager. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/gasb16-20030.pdf SEANERGY MARITIME: Jelco Delta Reports 92.4% Stake as of June 16 ---------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Jelco Delta Holding Corp. disclosed that as of June 16, 2016, it beneficially owns 43,649,230 shares of common stock of Seanergy Maritime Holdings Corp. representing 92.4 percent of the shares outstanding. Claudia Restis also reported beneficial ownership of 44,502,664 shares while Comet Shipholding Inc. beneficially owns 853,434 shares. On June 16, 2016, the Issuer and Jelco entered into an amendment to the Convertible Promissory Note, to increase the maximum principal amount available to be drawn under the Convertible Promissory Note from $18,665,000 to $21,165,000 and to increase the amount by which the Applicable Limit is reduced from $2,750,000 to $3,100,000. Pursuant to the Seventh Amended Convertible Promissory Note, the outstanding principal amount of the Seventh Amended Convertible Promissory Note is convertible into shares of Common Stock at any time at Jelco's option at a conversion price of $0.90 per share. A full-text copy of the regulatory filing is available at: https://is.gd/4ebuky About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. For the year ended Dec. 31, 2015, the Company reported a net loss of US$8.95 million on US$11.22 million of net vessel revenue compared to net income of US$80.34 million on US$2.01 million of net vessel revenue for the year ended Dec. 31, 2014. As of March 31, 2016, the Company had US$206 million in total assets, US$185 million in total liabilities, and US$21.09 million in stockholders' equity. SHASTA ENTERPRISES: Unsecureds to Get 50%-100% Under Plan --------------------------------------------------------- The Chapter 11 trustee for Shasta Enterprises filed with the U.S. Bankruptcy Court for the Eastern District of California, Sacramento Division, a disclosure statement in support of his first amended plan of liquidation, which projects a 50% to 100% recovery on non-subordinated, allowed unsecured claims. The primary features of the Plan provide for the continued liquidation of Estate assets and distribution of the proceeds in accordance with the compromises, settlements, and provisions referenced in the Plan. The Estate currently owns seven individual or parcel groups as Properties. As of April 25, 2016, the Trustee held approximately $1,641,506 in Estate accounts. Other than the Properties and funds held by the Trustee, the Estate's primary known assets are the potential claims that the Trustee could assert against the General Partners. Class 4 consists of Allowed unsecured Claims of Juanita Sage, Greg Camastra, Corum Associates, Rod III and any other general unsecured Claims. Class 4 Claims will be treated as follows: -- the filed claim of Class 4 claimant Juanita Sage will be Allowed in the amount of $508,287, -- the scheduled claim of Class 4 claimant Greg Camastra will be Allowed in the amount of $240,000, -- the scheduled claim of Class 4 claimant Rod III will be Allowed in the amount of $95,000, and -- the scheduled claim of Class 4 claimant Corum Associates will be Allowed in the amount of $35,000. Class 4 Claims will not include interest subsequent to the Petition Date. Disallowed Claims, including but not limited to untimely Claims, will receive nothing under the Plan. All general unsecured Class 4 Claims arising, or deemed to have arisen, as of the Petition Date, other than the four allowed, will be Disallowed Claims. About Shasta Enterprises Redding, California-based Shasta Enterprises, dba Vidal Vineyards, dba Silverado Knolls, dba Villa Vidal Vineyards, sought bankruptcy protection (Bankr. E.D. Cal. Case No. 14-30833) on Oct. 31, 2014. The petition was signed by Antonio Rodriguez, general partner. Judge Michael S. McManus presides over the case. The Debtor's counsel is David M. Brady, Esq., at Law Office of Cowan & Brady, in Redding, California. The Debtor disclosed total assets of $33.4 million and total debt of $21.5 million. The Court, on Dec. 29, 2014, approved the appointment of Hank Spacone as the Chapter 11 trustee of the Debtor's estate. The Chapter 11 Trustee is represented by: Donald W. Fitzgerald, Esq. Jason E. Rios, Esq. FELDERSTEIN FITZGERALD WILLOUGHBY & PASCUZZI LLP 400 Capitol Mall, Suite 1750 Sacramento, CA 95814 Telephone: (916) 329-7400 Facsimile: (916) 329-7435 Email: dfitzgerald@ffwplaw.com jrios@ffwplaw.com SOUTHERN SEASON: Court Official Announces Plan to Form Committee ---------------------------------------------------------------- William Miller, U. S. bankruptcy administrator, filed with the U.S. Bankruptcy Court for the Middle District of North Carolina a notice of formation of an official committee of unsecured creditors in the Chapter 11 case of Southern Season, Inc. Unsecured creditors willing to serve on the committee are required to file a response within 10 days from June 27. An organizational meeting will be scheduled after the committee is appointed, according to the filing. Mr. Miller can be reached through: Susan O. Gattis Bankruptcy Analyst 101 S. Edgeworth Street Greensboro, NC 27401 Fax: 336-358-4185 Email: susan_gattis@ncmba.uscourts.gov About Southern Season Southern Season, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Case No. 16-80558) on June 24, 2016. The petition was signed by Clay Hammer, CEO. The Debtor is represented by John Paul H. Cournoyer, Esq., at Northern Blue, LLP, and Richard M. Hutson, II, Esq., at Hutson Law Offices, P.A. The case is assigned to Judge Benjamin A. Kahn. At the time of the filing, the Debtor disclosed $9.82 million in assets and $18.33 million in liabilities. SOUTHWESTERN ENERGY: S&P Assigns 'BB+' Rating on $1.191-Bil. Loan ----------------------------------------------------------------- S&P Global Ratings said it assigned its 'BB+' issue-level rating (two notches above the corporate credit rating) and '1' recovery rating on Houston-based exploration and production company Southwestern Energy Co.'s $1.191 billion secured term loan maturing on Dec. 14, 2020. The '1' recovery rating indicates S&P's expectation of very high (90% to 100%) recovery in the event of default. At the same time, S&P assigned its 'BB-' issue-level rating (same as the corporate credit rating) and '3' recovery rating on the company's $743 million unsecured revolving credit facility maturing on Dec. 14, 2020. The recovery rating on the company's existing unsecured debt remains a '3'. The '3' recovery rating indicates S&P's expectation of meaningful (50% to 70%, lower half of the range) recovery in the event of default. The company plans to use proceeds from the term loan to repay amounts under its existing credit facility and to add cash to the balance sheet for general corporate purposes. RECOVERY ANALYSIS Key Analytical Factors -- S&P's simulated default scenario for Southwestern assumes a sustained period of low commodity prices (consistent with the conditions of past defaults in this sector). -- S&P based its valuation of Southwestern's reserves on a company-provided year-end 2015 PV-10 report, using its recovery price deck assumptions of $50 per barrel for West Texas Intermediate crude oil, $3.00 per million Btu for Henry Hub natural gas, and our estimated valuation for the company's midstream assets. The new term loan is secured by the company's Fayetteville oil and gas assets, and S&P assumes the term loan will have priority claims to those assets in its default scenario. -- S&P also assumes that existing $750 million unsecured term loan will have approximately $300 million of principal outstanding after the company uses the proceeds from its West Virginia assets to pay down the debt. -- S&P's recovery analysis for Southwestern incorporates the company's $743 million unsecured credit facility, which S&P assumes is 85% drawn at default. Simulated Default and Valuation Assumptions -- Simulated year of default: 2020 Simplified Waterfall -- Net enterprise value (after 5% administrative costs): $3.8 billion -- Secured term loan claims: $1.2 billion -- Recovery expectations: 90% to 100% -- Total value available to unsecured claims: $2.6 billion -- Senior unsecured debt: $4.8 billion -- Recovery expectations: 50% to 70% (lower half of the range) Note: All debt amounts include six months of prepetition interest. RATINGS LIST Southwestern Energy Co. Corporate Credit Rating BB-/Negative/-- New Rating Southwestern Energy Co. $1.191 billion secured term loan BB+ Recovery rating 1 $743 million unsecured revolving credit facility BB- Recovery rating 3L SPENCER GIFTS: Moody's Affirms B2 CFR & Changes Outlook to Neg. --------------------------------------------------------------- Moody's Investors Service changed Spencer Gifts LLC's outlook to negative from stable and affirmed all of the company's ratings, including the B2 Corporate Family Rating, B2-PD Probability of Default Rating and B1 senior secured term loan rating. Spencer Gifts LLC and Spirit Halloween Superstores LLC are operating subsidiaries of Spencer Spirit Holdings, Inc. and co-borrowers of the company's credit agreements. The negative outlook reflects the risk that the Spencer Gifts segment will not be able to offset declining mall traffic to generate positive same store sales growth, which would lead to declining segment profitability. The company has improved product margins over the past several years and is investing in product and merchandising management systems, however Moody's believes there is elevated risk that the same-store sales declines over the last three quarters will continue given that Spencer Gifts products are discretionary purchases and consumers continue to shift away from mall-based retailers. In addition, the company's spending on its e-commerce platform and staff, wage increases and product development in 2015 and 2016 exacerbate the bottom line impact of challenging same store sales trends. Moody's views the Spirit Halloween segment as a defensible business with visible growth over the next several years (not accounting for weekday-related fluctuations in the timing of Halloween) driven by consistent store base expansion. However, Spirit Halloween's growth may not be sufficient to fully offset potential declines in Spencer Gifts. Moody's took these rating actions on Spencer Gifts LLC: -- Corporate Family Rating, affirmed at B2; -- Probability of Default Rating, affirmed at B2-PD; -- $319 million ($335 million face value) Senior Secured Term Loan due 2021, affirmed at B1 (LGD3); -- Outlook changed to Negative from Stable RATINGS RATIONALE Spencer Spirit's B2 CFR reflects the company's high leverage, limited scale and significant reliance on mall traffic and discretionary spending by 18-24 year olds in the Spencer Gifts segment. The company's track record of consistently growing the Spirit business and mitigating mall traffic declines with increases in average transaction value and product mix adjustments at Spencer Gifts provides key support to the rating. Moody's expects weak Spencer Gifts same store sales in 2016 and 2017, which combined with Monday and Tuesday Halloween timing would lead to an increase in debt/EBITDA to high-5 times and decline in EBIT/interest expense to low-1-times. Adjusted for the estimated impact of an average weekday Halloween, the equivalent credit metrics would be low-5 times and mid-1 times, respectively. Moody's expects the company to have adequate near term liquidity, including negative to breakeven free cash flow over the next 12-15 months and significant seasonal revolver borrowings. The ratings could be downgraded if profitability deteriorates, Spencer Gifts same store sales growth does not turn positive, new store openings underperform historical trends or liquidity materially erodes for any reason. Quantitatively, the ratings could be downgraded if debt/EBITDA is sustained above 6.0 times or EBIT/interest is below 1.5 times. The outlook could revert back to stable if the company generates solidly positive Spencer Gifts same store sales and grows the online channel, which would signal a renewed ability to generate earnings growth at the Spencer Gifts segment. The ratings could be upgraded if the company generates profitable revenue growth, comfortably positive free cash flow and demonstrates the ability and willingness to achieve and sustain debt/EBITDA of 5.0 times or lower, and EBIT/interest expense above 2.0 times. Spencer Gifts LLC (Spencer Spirit) and Spirit Halloween Superstores LLC are operating subsidiaries of Spencer Spirit Holdings, Inc. The company operated 681 Spencer's and 1,165 Spirit stores during the fiscal year ended January 30, 2016, and generated revenue of approximately $822 million for the LTM period ended April 2016. Spencer Spirit is 100% owned by senior management and employees following the purchase of ACON Investments' equity stake in June 2015. The principal methodology used in these ratings was Retail Industry published in October 2015. SPORTS AUTHORITY: Objects to Ward Gateway's Motion to Compel ------------------------------------------------------------ Sports Authority Holdings, Inc., and its affiliated debtors submitted to the U.S. Bankruptcy Court for the District of Delaware an objection to landlord Ward Gateway-Industrial-Village, LLC's motion to compel the Debtors to consummate and close a proposed transaction between the Debtors and Ward Gateway. "The Debtors are currently engaged in advanced discussions with a potential strategic buyer... interested in acquiring the Debtors' leasehold interests in over one hundred (and perhaps upwards of two hundred) nonresidential real property leases and offering jobs to a significant number of the Debtors' employees, which may number in the thousands.... the Debtors' advisors did not market the Honolulu Lease to the Bulk Buyer but, in conjunction with crafting its Bulk Bid and during subsequent negotiations with the Debtors, the Bulk Buyer has repeatedly — and very recently — advised the Debtors that the Honolulu Lease is a critical component of its bid, and a central lynchpin to its proposed acquisition... Accordingly, upon an informed interpretation of the Main Auction Bid Procedures, the Debtors have both the opportunity and fiduciary obligation to consider the Bulk Buyer's potential bid, notwithstanding the Landlord's Successful Bid, and pursue -- and certainly not foreclose or inhibit -- an enterprise-wide transaction that holds significant potential value for the Debtors' estates, their employees, and other interested parties... despite the Landlord's accounts of the Debtors' purported bad faith, the Debtors have complied with the Main Auction Bid Procedures throughout the sale process with respect to the disposition of the Honolulu Lease and the fulfillment of their fiduciary duty to maximize value for the estates and stakeholders... the Debtors submit that the Motion to Compel is a misplaced effort to force the Debtors to consummate a transaction that contravenes the authority and guidelines that the Court approved to govern the Debtors' sale process and disposition of the Debtors' fiduciary duties to maximize value for all," the Debtors aver. Sports Authority Holdings, Inc., and its affiliated debtors are represented by: Michael R. Nestor, Esq. Kenneth J. Enos, Esq. Andrew L. Magaziner, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302)571-6600 Facsimile: (302)571-1253 E-mail: mnestor@ycst.com kenos@ycst.com amagaziner@ycst.com About Sports Authority Holdings Sports Authority Holdings, et al., are sporting goods retailers with roots dating back to 1928. The Debtors currently operate 464 stores and five distribution centers across 40 U.S. states and Puerto Rico. The Debtors offer a broad selection of goods from a wide array of household and specialty brands, including Adidas, Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and Fitness, Nike, The North Face, and Under Armour, in addition to their own private label brands. The Debtors employ 13,000 people. Sports Authority and six of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to 16-10533) on March 2, 2016. The petitions were signed by Michael E. Foss as chairman & chief executive officer. The Debtors have engaged Gibson, Dunn & Crutcher LLP as general counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel, Rothschild Inc. as investment banker, FTI Consulting, Inc., as financial advisor and Kurtzman Carson Consultants LLC as notice, claims, solicitation, balloting and tabulation agent. Andrew Vara, Acting U.S. trustee for Region 3, appointed seven creditors of Sports Authority Holdings Inc. to serve on the official committee of unsecured creditors. Lawyers at Pachulski Stang Ziehl & Jones LLP represent the Official Committee of Unsecured Creditors. SUN PROPERTY: Taps White Cirrito as Special Counsel --------------------------------------------------- Sun Property Consultants, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire White, Cirrito & Nally, LLP as its special counsel. The law firm will assist in the filing of motions to vacate default judgments entered against the Debtor in New York Supreme Court. The billing rate for White Cirrito partners is $350 per hour. The firm will receive reimbursement for work-related expenses, according to court filings. Michael Cirrito, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael L. Cirrito White, Cirrito & Nally, LLP 58 Hilton Avenue Hempstead, New York 11550 Phone: 516-292-1818 Fax: 516-489-1940 About Sun Property Consultants Sun Property Consultants, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. N.Y. Case No. 16-72267) on May 23, 2016. The petition was signed by Rajesh K. Singh, authorized representative. The Debtor is represented by Marc A. Pergament, Esq., at Weinberg, Gross & Pergament LLP. The case is assigned to Judge Louis A. Scarcella. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. SUN PROPERTY: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Sun Property Consultants, Inc. About Sun Property Consultants Sun Property Consultants, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. N.Y. Case No. 16-72267) on May 23, 2016. The petition was signed by Rajesh K. Singh, authorized representative. The case is assigned to Judge Louis A. Scarcella. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. SUNEDISON INC: Sec. 341 Meeting of Creditors Set for July 26 ------------------------------------------------------------ The meeting of creditors of SunEdison, Inc. and its debtor-affiliates is set to be held on July 26, 2016, at 2:30 p.m., according to a filing with the U.S. Bankruptcy Court for the Southern District of New York. The meeting will be held at: United States Bankruptcy Court One Bowling Green, Room 511 New York, NY 10004 The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About SunEdison, Inc. SunEdison, Inc., (OTC PINK: SUNEQ) is a developer and seller of photovoltaic energy solutions, an owner and operator of clean power generation assets, and a global leader in the development, manufacture and sale of silicon wafers to the semiconductor industry. On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-10991 to 16-11017). Martin H. Truong signed the petitions as senior vice president, general counsel and secretary. The Debtors disclosed total assets of $20.71 billion and total debts of $16.14 billion as of Sept. 30, 2015. The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild Inc. as investment banker and financial advisor, McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors and Prime Clerk LLC as claims and noticing agent. The Debtors employed PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as their auditor and tax consultant. An official committee of unsecured creditors has been appointed in the case. The committee tapped Weil, Gotshal & Manges LLP as its general bankruptcy counsel and Morrison & Foerster LLP as special counsel. SURGICAL CARE: S&P Affirms 'B+' CCR, Outlook Remains Stable ----------------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating on Surgical Care Affiliates Inc. The outlook remains stable. Following a secondary offering last year, financial sponsor TPG reduced its ownership stake in outpatient surgical center operator Surgical Care Affiliates to around 30% from over 40%. As a result, S&P now believes that the financial sponsor is unlikely to exert meaningful control over the company's financial policies, prompting S&P to revise its financial policy assessment to neutral from FS-5, as S&P no longer consider the company to be sponsor-controlled. However, this does not significantly change S&P's view of financial risk because it has not revised its view that the company is likely to maintain leverage between 4x to 5x over time, as S&P believes that Surgical Care will continue to invest heavily in growth objectives, including acquisitions. While S&P believes that the company's growing scale is a credit positive, the modest increase in scale is not sufficient to cause S&P to revise its business risk assessment. "Our ratings on Surgical Care continue to reflect the company's narrow focus in the highly competitive outpatient surgery industry," said S&P Global Ratings credit analyst Matthew O'Neill. Competition is often locally based and the company competes with hospitals, outpatient facilities, as well as physician offices for some of the procedures it performs. Third-party reimbursement risk is a key credit consideration. About 24% of its revenues are from lower-paying government payors Medicare and Medicaid. Lower acuity procedures, such as pain management and certain gastroenterology procedures of which the company derives 8% and 10% of revenue, respectively, are at risk of moving to lower reimbursed physician offices. Higher-acuity cases may have some downside protection because stand-alone patient surgery centers are currently reimbursed at around 45% of competing hospital-based surgery centers. The stable outlook reflects S&P's expectation that Surgical Care Affiliates Inc. will continue to grow at a double-digit pace, with organic growth from an increasing number of procedures being done on an outpatient basis supplemented with acquisitions. It also is based on S&P's view that the company's leverage will remain between 4x and 5x. S&P could lower its ratings if Surgical Care Affiliates' organic revenues decline due to adverse reimbursement or patient volume changes, or if integration challenges arise, leading to leverage in the mid-5x area and a meaningful contraction in discretionary cash flow. This could occur if organic revenues decline by a low-single-digit rate and the company's EBITDA margin declines by 300 basis points or more. S&P could raise the rating if credit measures and cash flow improved such that S&P viewed the company's profile to be commensurate with 'BB-' peers, for example if leverage declined below 4x. S&P views this as unlikely over the next year given its expectation that the company will use debt capacity to fund growth initiatives. SURVEYMONKEY INC: S&P Lowers CCR to 'B-' on High Leverage --------------------------------------------------------- S&P Global Ratings said it lowered its corporate credit rating on Palo Alto, Calif.-based SurveyMonkey Inc. to 'B-' from 'B'. The outlook is stable. At the same time, S&P lowered its issue-level rating on SurveyMonkey's senior secured credit facility to 'B-' from 'B'. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50%-70%; upper half of the range) of principal for lenders in the event of a payment default. "The downgrade reflects SurveyMonkey's increasing debt leverage and minimal discretionary cash flow generation due in large part to continuing investments in its enterprise segment, whose profitability has been weak," said S&P Global Ratings credit analyst Elton Cerda. SurveyMonkey took right-sizing actions on its Audience business in the first quarter of 2016 to focus on a smaller set of more profitable customers. Adjusted debt leverage increased to 8x as of March 31, 2016, up from 5.8x at the end of 2014. Discretionary cash flow is minimal, and the company's margin of compliance with financial covenant is less than 15%. Given the company's recent actions to reduce costs, S&P expects that it will take the company about three years to achieve profitability with its enterprise segment and that adjusted debt leverage will remain in excess of 7x over the next 12 months. The stable outlook reflects S&P's expectation that SurveyMonkey will continue to have adequate liquidity and that the self-serve segment will continue to expand, largely offsetting the pressure from ongoing investments in the enterprise segment. SUSAN RABORN: Plan, Disclosure Statement Inadequate, Court Says --------------------------------------------------------------- In the case captioned IN RE: SUSAN MARIA RABORN, DEBTOR, CASE NO. 15-10938 (Bankr. M.D. La.), Judge Douglas D. Dodd of the United States Bankruptcy Court for the Middle District of Louisiana found that the debtor's combination plan and disclosure statement does not set forth adequate information to support its conditional approval. The pro se debtor, Susan M. Raborn, filed the "combination plan and disclosure statement" on June 17, 2016, two days after the court denied Raborn's motion to extend the exclusive period and ordered her to show cause on June 29, 2016 why her chapter 11 case should not be dismissed or converted. A full-text copy of Judge Dodd's June 27, 2016 order is available at http://bankrupt.com/misc/lamb15-10938-427.pdf. SYMPHONIC HOLDINGS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------ The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of Symphonic Holdings LLC and T.C. Music Co., Inc. About Symphonic Holdings Symphonic Holdings LLC and T.C. Music Co., Inc. sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 16-72228 and 16-72231) on May 18, 2016. The cases are jointly administered under Case No. 16-72228. The Debtors tapped Gerard R Luckman, Esq., at SilvermanAcampora LLP, as counsel. TCM's primary business is renting, selling and repairing musical instruments to numerous school districts in Suffolk County, New York. In addition, TCM provides music lessons for many children on a weekly basis. Symphonic is a single asset real estate entity, which owns the Suffolk County property, and TCM operates its business out of the property. Symphonic Holdings estimated $500,000 to $1 million in assets and debt. TECHPRECISION CORP: Inks Separation Agreement with Former CFO ------------------------------------------------------------- TechPrecision Corporation entered into a Termination, Separation and Release Agreement with Richard F. Fitzgerald, who served as chief financial officer of the Company until Oct. 23, 2015. The Separation Agreement is dated and effective as of June 14, 2016. The Separation Agreement concludes Mr. Fitzgerald's employment agreement with the Company, dated March 23, 2009. Pursuant to the Separation Agreement, until Oct. 23, 2016, Mr. Fitzgerald will provide services as a consultant to the Company as set forth in the Separation Agreement, and the Company will pay Mr. Fitzgerald, in scheduled installments through May 2017, an aggregate amount of $216,666.70. In addition, the Company will pay legal expenses up to $7,953.65 incurred by Mr. Fitzgerald in connection with negotiating and entering into the Separation Agreement. In addition to the compensation arrangements, the Separation Agreement contains customary provisions relating to confidentiality, non-competition, and non-disparagement and includes provisions for a general release of claims. About TechPrecision TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. TechPrecision reported a net loss of $3.58 million for the year ended March 31, 2015, compared to a net loss of $7.09 million for the year ended March 31, 2014. Marcum LLP, in Bala Cynwyd, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. TELESPEAK CCA: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of TeleSpeak CCA, Inc. About TeleSpeak CCA TeleSpeak CCA, Inc. sought protection under Chapter 11 of the Bankruptcy Code in the Middle District of Florida (Orlando) (Case No. 16-03562) on May 27, 2016. The petition was signed by John Golak, president. The Debtor disclosed total assets of $68,219 and total debts of $4.51 million. THOMAS WELTON NORWOOD: Disclosures Okayed; Plan Hearing on Aug. 24 ------------------------------------------------------------------ The Hon. Clifton R. Jessup, Jr., approved the Second Amended Disclosure Statement dated June 2, 2016, explaining the Second Amended Plan for Thomas Welton Norwood. A hearing on confirmation of the Plan will be held August 24, 2016 at 1:30 p.m. before Judge Jessup. Pursuant to Bankruptcy Rule 3017(c), Friday, August 12, 2016 at 5:00 p.m., CDT is fixed as the deadline by which the holders of claims and interests against the Debtor must file ballots accepting or rejecting the Plan. Pursuant to Bankruptcy Rule 3020(b)(1), Friday, August 12, 2016 is fixed as the last day by which creditors and parties in interest must file any objections to confirmation of the Plan. The Debtor must tabulate all acceptances and rejections of the Plan and file a Ballot Summary with the Court on or before Wednesday, August 17, 2016 by 5 p.m. As reported by the Troubled Company Reporter on June 9, 2016, Thomas Welton Norwood filed with the U.S. Bankruptcy Court for the Northern District of Alabama, Northern Division, a second amended disclosure statement proposing to pay holders of general unsecured claims a pro rata basis from the Debtor's projected disposable income during the five-year period beginning on the date that the first payment is due under the plan, or during the period for which the plan provides payments, whichever is longer. Based upon the Debtor's current income and expenses including repayment of debt, he estimates that his disposable income is approximately $1,321 per month, which based on current allowed claims totaling $241,390, would pay 32% of the allowed claims. A full-text copy of the Second Amended Disclosure Statement dated June 2, 2016, is available at: http://bankrupt.com/misc/alnb15-82867-109.pdf The bankruptcy case is In the Matter of: THOMAS WELTON NORWOOD, Case No. 15-82867-CRJ11 (Bankr. N.D. Ala.). TIBER PARTNERS: Ch.11 Trustee Seeks to Hire Kutak Rock as Counsel ----------------------------------------------------------------- Peter Barrett, the Chapter 11 trustee of Tiber Partners LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Kutak Rock LLP as its legal counsel. Mr. Barrett proposes to compensate Kutak Rock on an hourly basis, and reimburse the firm for work-related expenses. Generally, the firm charges hourly rates between $350 and $590 for partners, $200 to $325 for associates, and $110 to $175 for paralegals. However, the firm has agreed to discount the rates for these personnel: Loc Pfeiffer $395 Michael A. Condyles $395 Jeremy Williams $295 Paralegals $100 In a court filing, Loc Pfeiffer disclosed that the firm is a "disinterested" and does not have any connections with the Debtor. The firm can be reached through: Loc Pfeiffer Kutak Rock LLP 1111 East Main Street, Suite 800 Richmond, Virginia 23219 804-343-5210 About Tiber Partners An involuntary bankruptcy petition under Chapter 7 of the Bankruptcy Code (Bankr. E.D. Va.) was filed against Tiber Partners, LLC on April 22, 2016. The court converted the Chapter 7 case to a proceeding under Chapter 11 (Case No. 16-32028) on June 14, 2016. On June 20, 2016, Peter J. Barrett was appointed to serve as the Chapter 11 trustee for the Debtor's bankruptcy estate. TITHERINGTON DESIGN: Taps Whiteman Osterman as Special Counsel -------------------------------------------------------------- Titherington Design & Manufacturing, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Whiteman, Osterman & Hanna LLP as its special counsel. Whiteman will represent Titherington in a case filed by Mold-Rite Plastics, LLC against the Debtor before the New York State Supreme Court. The suit alleges misappropriation of proprietary information belonging to Mold-Rite. The firm's professionals and their hourly rates are: Legal Assistants $75 - $155 Associates $145 - $285 Of Counsel $250 - $525 Partners $225 - $450 Christopher Buckey, a partner at Whiteman who will represent the Debtor in the case, will be paid $325 for his services. Other attorneys who will be involved in the case are Christopher Meyer, and Nicholas Faso. Messrs. Meyer and Faso will receive $255 per hour and $200 per hour, respectively. In a court filing, Mr. Buckey disclosed that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Whiteman can be reached through: Christopher E. Buckey Whiteman, Osterman & Hanna LLP One Commercial Plaza Albany, New York 12260 Phone: 518-487-7600 Fax: 518-487-7777 About Titherington Design Titherington Design & Manufacturing, Inc. sought protection under Chapter 11 of the Bankruptcy Code in the Northern District of New York (Albany) (Case No. 16-10705) on April 21, 2016. The petition was signed by Philip D. Titherington, president and CEO. The Debtor is represented by Francis J. Brennan, Esq., at Nolan & Heller, LLP. The Debtor estimated assets of $500,000 to $1 million and debts of $1 million to $10 million. TLD VENTURES: Taps Wright Stout as Legal Counsel ------------------------------------------------ TLD Ventures, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Oklahoma to hire Wright, Stout & Wilburn, PLLC as its legal counsel. The Debtor tapped the firm to provide these services in connection with its Chapter 11 case: (a) give advice 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 legal papers; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. Thomas Wright, Esq., at Wright Stout, disclosed in a court filing that he and his firm do not hold any interests adverse to the Debtor's estate. The firm can be reached through: Thomas M. Wright Wright, Stout & Wilburn, PLLC P.O. Box 707 Muskogee, OK 74402-0707 About TLD Ventures TLD Ventures, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Okla. Case No. 16-80621) on June 22, 2016. TOBIN'S RECOVERY: July 25 Disclosure Statement Hearing ------------------------------------------------------ Judge James M. Carr of the U.S. Bankruptcy Court for the Southern District of Indiana will convene a hearing on July 25, 2016, at 10:00 A.M., to consider the adequacy of the disclosure statement explaining the reorganizing plan proposed by Tobin's Recovery, Inc. The Plan proposes to save the jobs of four independent contractors and pay all administrative and secured claims in full with a 100% distribution to non-priority general unsecured creditors. The Plan will be funded from the Debtor's cash on hand on the effective date, estimated to be $7,000, and the Debtor's ongoing operations. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/insb14-08265-48.pdf Tobin's Recovery, Inc., an Indiana corporation that provides repossession services to financial institutions, and emergency roadside assistance services, filed a Chapter 11 Petition (Bankr. S.D. Ind. Case No. 14-08265) on September 4, 2014. TRAVELPORT WORLDWIDE: Reaffirms Full Year Guidance -------------------------------------------------- Travelport Worldwide Limited reaffirmed its financial guidance for the full year 2016 and announced that it successfully repriced its $2.34 billion term loans on Thursday, June 23, 2016. Under the amended terms of Travelport's credit agreement, the interest rate on its terms loans has been reduced by 75 basis points to LIBOR plus 4.00% (LIBOR floor of 1.00% remains unchanged) from LIBOR plus 4.75%. The repricing is expected to generate annualized cash interest savings of approximately $18 million based on the current principal balance of $2.34 billion outstanding. The term loans hold no significant maturities before September 2021. Gordon Wilson, president and CEO of Travelport, commented: "The successful repricing of our term loans underscore Travelport's commitment to financial health and flexibility, and this action will further strengthen our free cash flow generation." Travelport also notes the outcome of the United Kingdom referendum on EU membership and highlights the following key points about its business: * Travelport's business model is transaction-based and the company's primary currency of revenue is the U.S. dollar. Travelport has negligible revenue denominated in British pounds (less than 1%).(1) * While Travelport's business operations are headquartered in the UK, its main technology and data center (processing the majority of transactions) is located in the United States. * Travelport operates in approximately 180 countries and has a balanced geographical footprint across the leading travel economies in the Americas, Asia Pacific, Europe, the Middle East and Africa. * While the UK is an important market, it only represents approximately 8% of Travelport's net revenue. * Travelport has around 10% of its costs and expenses denominated in British pounds that are translated into U.S. dollars for its reporting and for which, alongside certain other major currencies of expense, Travelport operates a rolling hedge program. Mr. Wilson continued, "Our business operations are based on a highly resilient transactional model. We benefit from a diverse and balanced global footprint in addition to significant growth engines, especially around mobile commerce and B2B payments. We reaffirm the financial guidance that we issued in February, 2016 and look forward to announcing our second quarter earnings results and discussing more detail on our performance on August 4, 2016." A full-text copy of the press release is available at: https://is.gd/gAkPqS About Travelport Worldwide Travelport Worldwide Limited is a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. As of March 31, 2016, Travelport had $2.96 billion in total assets, $3.26 billion in total liabilities and a total deficit of $297 million. * * * As reported by the TCR on March 8, 2016, Standard & Poor's Ratings Services raised to 'B+' from 'B' its long-term corporate credit rating on U.K.-based travel services provider Travelport Worldwide Ltd. The outlook is stable. ULTRA PETROLEUM: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Ultra Petroleum Corp., et al., filed with the U.S. Bankruptcy Court for the Southern District of Texas its schedules of assets liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- -------------- ----------------- A. Real Property $0 B. Personal Property $69,718,752.85 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $ 24,091,520.00 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-Priority Claims $3,770,773,010.00 -------------- ----------------- Total $69,718,752.85 $3,794,864,530.00 A copy of the schedules is available for free at: https://is.gd/Zc4wQN About Ultra Petroleum Ultra Petroleum Corp. is an independent oil and gas company engaged in the development, production, operation, exploration and acquisition of oil and natural gas properties. Ultra Petroleum Corp. and its affiliates filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on April 29, 2016. The Hon. Marvin Isgur presides over the cases. James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B. Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce, Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq., Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson Walker, L.L.P., serve as counsel to the Debtors. Rothschild Inc. serves as the Debtors' investment banker; Petrie Partners serves as their investment banker; and Epiq Bankruptcy Solutions, LLC, serves as claims and noticing agent. Ultra Petroleum Corp. listed total assets of $1.28 billion and total liabilities of $3.91 billion as of March 31, 2016. The petitions were signed by Garland R. Shaw, chief financial officer. The Company's common stock commenced trading on the OTC Pink Marketplace under the symbol "UPLMQ" on May 3, 2016. The Office of the U.S. Trustee has appointed seven creditors of Ultra Petroleum Corp. to serve on the official committee of unsecured creditors. UNCAS LLC: Case Summary & 4 Unsecured Creditors ----------------------------------------------- Debtor: Uncas, LLC P.O. Box 150 Westport, CT 06881 Case No.: 16-50849 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 28, 2016 Court: United States Bankruptcy Court District of Connecticut (Bridgeport) Debtor's Counsel: Carl T. Gulliver, Esq. COAN LEWENDON GULLIVER & MILTENBERGER LLC 495 Orange Street New Haven, CT 06511 Tel: (203) 624-4756 Fax: 203-865-3673 E-mail: cgulliver@coanlewendon.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael F. Calise, member. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/ctb16-50849.pdf UNCLE MUNCHIES: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Uncle Munchies, LLC. Uncle Munchies, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-72001) on May 4, 2016. VERTELLUS SPECIALTIES: Committee Taps Zolfo as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Vertellus Specialties Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Zolfo Cooper, LLC as its financial advisor. The firm will provide these services: (a) advise the committee regarding the sale of business or assets of Vertellus and its affiliates; (b) monitor the Debtors' cash flow and operating performance, including: (i) comparing actual financial and operating results to plans, (ii) evaluating the adequacy of financial and operating controls, (iii) tracking the progress of the Debtors or their professionals relative to developing and implementing programs such as preparation of a business plan, and identifying and disposing of non-productive assets, and (iv) preparing periodic presentations to the committee summarizing findings and observations resulting from the firm's monitoring activities. (c) analyze and comment on operating and cash flow projections, business plans, operating results, financial statements, other documents and information provided by the Debtors or their professionals; (d) advise the committee concerning interfacing with the Debtors, other constituencies and their respective professionals; (e) prepare for and attend meetings of the committee; (f) analyze claims and perform investigations of potential preferential transfers, fraudulent conveyances, related- party transactions and other transactions; (g) analyze and advise the committee about the Debtors' proposed plan of reorganization and the underlying business plan; and (h) prepare an expert report and provide testimony, as required. The billing rates for professionals who may be assigned to this engagement in effect as of July 1, 2016, are: Managing Directors $810 - $1,010 Professional Staff $280 - $810 Support Personnel $60 - $ 275 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. David MacGreevey, managing director of Zolfo, disclosed in a court filing that the firm does not hold or represent any interests adverse to the Debtors and their creditors. The firm can be reached through: David MacGreevey Zolfo Cooper, LLC Zolfo Cooper LLC Grace Building 1114 Avenue of the Americas, 41st Floor New York, NY 10036 Phone: +1 212 561 4000 Fax: +1 212 213 1749 E-mail: dmacgreevey@zolfocooper.com About Vertellus Specialties Vertellus Specialties Inc. is a global specialty chemicals company focused on the manufacture of ingredients used in pharmaceuticals, personal care, nutrition, agriculture, and a host of other market areas affected by trends favoring "green" technologies and chemistries. Headquartered in Indianapolis, Indiana, Vertellus Specialties Inc. and several affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-11289 to 16-11299) on May 31, 2016. Judge Christopher S. Sontchi presides over the case. Stuart M. Brown, Esq., Kaitlin M. Edelman, Esq., Richard A. Chesley, Esq., Daniel M. Simon, Esq., and David E. Avraham, Esq., at DLA Piper LLP (US) serve as the Debtors' bankruptcy counsel. Jefferies LLC is the Debtors' investment banker. Andrew Hinkelman at FTI Consulting, Inc., is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million and debts at between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. An official committee of unsecured creditors has been appointed in the case. VERTELLUS SPECIALTIES: U.S. Trustee Objects to Break-Up Fee ----------------------------------------------------------- Andrew R. Vara, Acting U.S. Trustee for Region Three, submitted to the U.S. Bankruptcy Court for the District of Delaware, his objection to Vertellus Specialties Inc., et al.'s motion seeking approval of proposed bidding procedures, among others. The Debtors' Motion sought the approval of a sale of substantially all of the Debtors' assets to the stalking horse bidder, which is a special purpose entity established by the Debtors' prepetition term lenders. Through the stalking horse, the Term Lenders have made a credit bid of $453 million, representing 73% of the amount outstanding on the $471 million Term Loan, plus $110 million outstanding on the DIP Financing supplied by a subgroup of Term Lenders who call themselves the Ad Hoc Term Group. The U.S. Trustee objects to those portions of the Debtors' Motion that seek to pay the Term Lenders, if outbid at auction, a break-up fee of over $13.5 million, representing 3% of the Stalking Horse bid price, and an unlimited expense reimbursement. He further tells the Court that he also objects to the extensive consultation rights the Motion seeks to give to the Term Lenders in connection with the bid process. He contends that these rights might be appropriate if and when the Term Lenders have withdrawn from the bidding. The U.S. Trustee further contends that until then, however, such consultation and other rights will give the Term Lenders an unfair advantage over their competitors, thereby likely causing a chill in the bidding. "Break-up fees and expense reimbursements are intended to be incentives for a party to invest time and money to do the due diligence necessary to make a stalking horse bid, knowing it might be outbid at the auction and therefore out-of-pocket for its expenses. As the pre-petition lender, the Term Lenders did not need to undertake any due diligence to make a bid, did not need an incentive to make a bid, and will not need to be compensated if they are not the winning bidder at the auction. This is because, regardless of the outcome of the auction, the Term Lenders will benefit. Either the Term Lenders will be the winning bidder, or, if they are outbid, the additional proceeds of the sale will be used to pay down the Term Lenders' secured claim. Because the Term Lenders did not need any incentive to make the stalking horse bid, neither the proposed break-up fee nor the expense reimbursement is 'actually necessary to preserve the value of the estate,' as required under Third Circuit law... Nor should the Term Lenders be entitled to any expense reimbursement, because they did not need an expense reimbursement as an incentive to make a bid. Even if an expense reimbursement was appropriate, it cannot be limitless, as the Motion provides," the U.S. Trustee avers. Andrew R. Vara, Acting United States Trustee for Region Three, is represented by: Juliet Sarkessian, Esq. OFFICE OF THE UNITED STATES TRUSTEE J. Caleb Boggs Federal Building 844 King Street, Suite 2207, Lockbox 35 Wilmington, DE 19801 Telephone: (302)573-6491 Facsimile: (302)573-6497 E-mail: Juliet.M.Sarkessian@usdoj.gov About Vertellus Specialties Vertellus Specialties Inc. is a global specialty chemicals company focused on the manufacture of ingredients used in pharmaceuticals, personal care, nutrition, agriculture, and a host of other market areas affected by trends favoring "green" technologies and chemistries. Headquartered in Indianapolis, Indiana, Vertellus Specialties Inc. and several affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-11289 to 16-11299) on May 31, 2016. Judge Christopher S. Sontchi presides over the case. Stuart M. Brown, Esq., Kaitlin M. Edelman, Esq., Richard A. Chesley, Esq., Daniel M. Simon, Esq., and David E. Avraham, Esq., at DLA Piper LLP (US) serve as the Debtors' bankruptcy counsel. Jefferies LLC is the Debtors' investment banker. Andrew Hinkelman at FTI Consulting, Inc., is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million and debts at between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. WEEKLEY HOMES: Moody's Lowers CFR to B2, Outlook Stable ------------------------------------------------------- Moody's Investors Service downgraded the ratings of Weekley Homes, LLC including its Corporate Family Rating to B2 from B1, Probability of Default to B2-PD from B1-PD, and the rating on its senior unsecured notes to Caa1 from B2. In the same rating action, Moody's maintained the stable outlook. The downgrade of the CFR reflects Weekley's elevated debt leverage, which will continue to remain high owing to the company's land spend and relatively large dividend payouts. As of Dec. 31, 2015, Weekley's debt leverage, as measured by Moody's adjusted debt to book capitalization ratio, was 63%, and we expect it to stay above 60% in the next 12-18 months. The two notch downgrade of Weekley's senior unsecured notes reflects the substantial proportion of secured debt in the capital structure as compared to the much smaller amount of the unsecured debt. Moody's expects this debt composition to persist in the coming year. These rating actions were taken: Corporate family rating, downgraded to B2 from B1; Probability of default rating downgraded to B2-PD from B1-PD; $200 million senior unsecured notes due 2023, downgraded to Caa1 (LGD6) from B2 (LGD5) Stable outlook The stable outlook reflects our expectation that modestly improving homebuilding industry conditions will result in continued top line and earnings growth for the company. RATINGS RATIONALE The B2 corporate family rating reflects the company's elevated debt leverage; its small size and scale compared to the national homebuilders and its significant geographic concentration in Texas and Florida. The rating is also considers Weekley's thin cash position and Moody's expectation of continued negative cash flow generation. At the same time, the rating acknowledges Weekley's track record of stable profitability through the cycle, including positive net income generation and decent gross margins during most of the downturn. The rating is also supported by the company's good positions in its markets and the diversity of its product offerings (which include first-time, move-up, second move-up, and custom homes). In addition, Weekley maintains a conservative land strategy, with less than one year of owned lots and about three years of owned and optioned lots. Weekley has an adequate liquidity profile, which reflects its thin cash position and our expectation of continued negative free cash flow generation for all of 2016. At the same time, the company has a relatively large secured credit facility with several banks, with a committed amount of $595 million as of March 31, 2016. The facility matures at various intervals between 2018 and 2021, and it had $185 million available to draw. The company is required to maintain compliance with several covenants for the credit facility, which we judge to have adequate headroom. Thus, Moody's expects Weekely will be able to maintain compliance with its covenants in the next 12 -- 18 months. What Could Change the Rating -- UP The ratings could be upgraded if the company: Builds its size and scale Continues to expand its profitability, keeping gross margins above 20% Drives its adjusted homebuilding debt to capitalization ratio below 50% Maintains solid liquidity What Could Change the Rating -- DOWN The ratings could be considered for a downgrade if: The company generates operating losses Adjusted debt leverage rises above 65% on a sustained basis Land strategies become substantially more aggressive Liquidity deteriorates The principal methodology used in these ratings was Homebuilding And Property Development Industry published in April 2015. Corporate Profile Weekley Homes, LLC, headquartered in Houston, Texas, is a private homebuilder constructing entry level, first move-up, second move-up and custom homes. The company was founded in 1976 by David Weekley and is currently 100%-owned by the Weekley family and senior management. The company has a presence in 22 metropolitan markets in 12 states. For the full year 2015, it generated $1.4 billion in revenues and $93 million in net income (an LLC does not include a provision for income taxes). WEST COAST WAREHOUSE: Taps Telguist for Tri-City Railroad Suit -------------------------------------------------------------- West Coast Warehouse & Logistics, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Washington to employ John Ziobro, Esq., at Telguist Ziobro McMillen Clare, PLLC, as civil attorney to represent the Debtor regarding a lawsuit brought by Tri-City Railroad. The Firm's John Ziobro will be paid $225 per hour for his services. The Firm will be paid a retainer o $1,000 as an advance against fees and costs. The Firm will be paid these hourly rates: Partner $225 Associate $150 Paralegal $100 The Debtor tells the Court that the Firm doesn't represent any known interest adverse to the Debtor or to the Debtor's estate in the matters upon which the firm is to be engaged. The Firm can be reached at: John S. Ziobro, Esq. Telquist-Ziobro-McMillen Clare, PLLC 1321 Columbia Park Trail, Richland, WA 99352 Tel: (509) 737-8500 Website: http://tzmlaw.com/ West Coast Warehouse & Logistics, Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wash. Case No. 16-01218) on April 14, 2016. Robert McMillen, Esq., at Telquist Ziobro McMillen serves as the Debtor's bankruptcy counsel. WILSON'S OUTDOOR: Taps Calaiaro Valencik as Legal Counsel --------------------------------------------------------- Wilson's Outdoor Services, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Calaiaro Valencik as its legal counsel. The Debtor tapped the firm to provide these services in connection with its Chapter 11 case: (a) attendance at the first meeting of creditors; (b) representation of the Debtor in relation to acceptance or rejection of executory contracts; (c) advising the Debtor with regard to its rights and obligations during the Chapter 11 reorganization; (d) advising the Debtor regarding possible preference actions; (e) representation of the Debtor in relation to any motions to convert or dismiss the Chapter 11; (f) representation of the Debtor in relation to any motions for relief from stay filed by creditors; (g) preparation of the plan of reorganization and disclosure statement; (h) preparation of any objection to claims in the Chapter 11; and (i) representing the Debtor in any adversary proceedings. David Valencik, Esq., at Calaiaro Valencik, has entered into an agreement with the Debtor to charge for his services at the rate of $300 per hour, portal to portal, based on increments of one-tenth of an hour. Meanwhile, other Calaiaro Valencik personnel will be paid at these hourly rates: $350 for Donald Calaiaro, $250 for staff attorney, and $100 for paralegals. In a court filing, Mr. Valencik disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: David Z. Valencik Donald R. Calaiaro Calaiaro Valencik 428 Forbes Avenue, Suite 900 Pittsburgh, PA 15219-1621 Tel: (412) 232-0930 E-mail: dcalaiaro@c-vlaw.com dvalencik@c-vlaw.com About Wilson's Outdoor Wilson's Outdoor Services, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-22190) on June 14, 2016. WOOD RESOURCE: Gainesville Renewable Leaves Creditors' Committee ---------------------------------------------------------------- Guy Gebhardt, acting U.S. trustee for Region 21, on June 27 announced that Gainesville Renewable Energy Center, LLC, is no longer a member of the official committee of unsecured creditors of Wood Resource Recovery, L.L.C. The remaining members of the committee are: (1) Reinhold Corporation dba Shadowlawn Farms/Nursery c/o George M. Egan, President/CEO 1845 Town Center Blvd., Suite 105 Orange Park, FL 32003 904-269-5857 FAX: 904-269-8382 Email: gegan@reinholdcorporation.com (2) Beard Equipment Company c/o Kimberly A. Daly, Credit Manager 6870 Phillips Highway Jacksonville, FL 32216 904-296-5000 FAX: 904-296-0525 Email: kdaly@beardequipment.com (3) Columbia Bank c/o Robert Cameron, Senior Vice President 5800 NW 39th Avenue Gainesville, FL 32600 352-275-0126 Email: bcameron@ColumbiabankFlorida.com (4) Agri-Timber, Inc. c/o Brady Sellars, President 108 Lake Ella Road Fruitland Park, FL 34731 (5) Lewis Oil Co., Inc. c/o Wenda A. Lewis, Vice President P.O. Box 141286 Gainesville, FL 32614 352-376-3293 FAX: 352-371-8264 Email: wlewis@lewisoilco.com (6) NAPA Auto Parts c/o Rocky Justice, President 600 NE 23rd Avenue Gainesville, FL 32602 352-336-8010 FAX: 352-336-5460 Email: R105470@aol.com About Wood Resource Gainesville, Florida-based Wood Resource Recovery, L.L.C., filed on Jan 28, 2016, voluntary petitions (Bankr. N.D. Fla., Case No. 16-10014). The case is assigned to Judge Karen K. Specie. Wood Resource Recovery disclosed estimated assets and liabilities of between $10 million to $50 million as of the Chapter 11 filing. The Debtor's proposed bankruptcy counsel is Seldon J. Childers, Esq., at ChildersLaw, LLC. WOONSOCKET, RI: Fitch Hikes Issuer Default Rating to 'BB+' ---------------------------------------------------------- Fitch Ratings has upgraded the city of Woonsocket RI's (the city) Issuer Default Rating (IDR) to 'BB+' from 'BB-'. In addition, the rating on the city's outstanding series 2002 and 2005 general obligation (GO) bonds has been upgraded to 'BBB' from 'BB-'. The GO bond rating at two notches above the city's IDR reflects the enhanced recovery prospects for GO bondholders afforded by a statutory lien on pledged property tax revenues. Fitch's revised criteria for U.S. state and local government credits, which was released on April 18, 2016, give rating credit up to two notches above the IDR in limited circumstances in which Fitch believes there are distinct and significantly superior prospects for ultimate recovery in the event of a municipal bankruptcy. The Rating Outlook is Stable. SECURITY The bonds are general obligations of the city and are backed by its full faith and credit and unlimited taxing power. The Rhode Island State General Assembly enacted amendments to Section 45-12-1 of the General Laws to provide GO bondholders with a statutory lien on ad valorem taxes and general fund revenues of cities and towns with priority over creditors in the event of a bankruptcy of the issuer. KEY RATING DRIVERS ISSUER DEFAULT RATING UPGRADE: The city's IDR has been upgraded to 'BB+' from 'BB-'. The upgrade reflects city finances that have benefited from stabilization of general fund and school fund operations and improved budget management. Management's actions in recent years, under state guidance (formerly via a budget commission and currently via a state fiscal advisor) have resulted in improved fiscal oversight, stronger reserve levels and financial flexibility. The IDR of 'BB+' reflects an improved but still challenged fiscal position, expectations of slow base revenue growth, with good revenue-raising ability, natural spending growth in excess of revenue growth and limited expenditure flexibility. Carrying costs related to long-term liabilities are expected to remain elevated. The long-term debt and pension liability burden is moderate (about 16.5% of personal income), with an additional sizable OPEB liability. Economic Resource Base Woonsocket is located 13 miles outside of the capital city of Providence. The city benefits from the presence of CVS Health, which is headquartered in the city and is the largest employer and taxpayer. Income and wealth indicators are below average. Unemployment has decreased, but remains above state and national levels. Revenue Framework: 'aa' factor assessment The city's 10-year (through fiscal 2014) general fund revenue growth rate was higher than the national inflation rate and just above national GDP growth. Base revenue growth is expected to be slow, but supported by good independent ability to raise revenues as needed. Expenditure Framework: 'bbb' factor assessment The assessment reflects the expectation of natural spending growth in excess of revenue growth and limited expenditure flexibility. Carrying costs related to long-term liabilities (about 24% of fiscal 2015 governmental spending) are expected to remain elevated. Management control over headcount, wages, benefits, and work rules is limited by staffing and labor contract requirements. Overall spending will likely be pressured by the need to address pension and OPEB liabilities, as well as deferred general spending needs as the city enters a more stable financial period following recent significant fiscal weakening. Long-Term Liability Burden: 'a' factor assessment The city's total long-term debt and pension liability burden is moderate at about 16.5% of personal income and should remain so given modest additional debt currently contemplated. The assessment reflects the city's significant OPEB liability of about 10% of personal income. Operating Performance: 'bb' factor assessment The assessment reflects a history of significantly strained fiscal operations, featuring spending deferrals, use of nonrecurring sources including debt issuance to support operations, and general fund and school fund ending balances that have only just returned to a positive position on a combined basis. With the assistance of a state-appointed budget commission, the city implemented a financial improvement plan that has stabilized the city's fiscal condition. However, operating performance has been, and would likely again be challenged in a potential economic downturn. RATING SENSITIVITIES CONTINUED IMPROVEMENT IN FINANCES: An ongoing trend of financial improvement, including balanced combined general and school fund operations with continued full funding of required pension contributions, improved ending balances, and a stable liquidity position could lead to an improvement in the rating. CREDIT PROFILE Woonsocket benefits from the presence of CVS Health's headquarters. CVS is the largest employer and the largest taxpayer (about 6% of taxable assessed value [TAV]). Other top taxpayers include healthcare and retail facilities, a utility, and residential complexes. City income and wealth indicators are below average. The city's unemployment rate has been decreasing (6.6% in April 2016 vs. 7.9% a year prior) but remains higher than comparable state (4.9%) and national (4.7%) levels. The city saw a major TAV decline for fiscal 2013 related to its three-year revaluation, followed by growth of about 4% in fiscal 2014 due primarily to lower exemptions. TAV grew by about 1% annually for fiscal years 2015 and 2016 (a revaluation year). Projections for fiscal 2017 indicate some continued base growth, but strong TAV growth (about 6%) due to a reduction in exemptions. Revenue Framework Property taxes represent about 80% of fiscal 2015 general fund revenues. State and federal revenues provided to the city (exclusive of school aid) made up about 10% of revenues. Remaining revenues consist largely of fines, forfeitures, charges for services (about 5%) and payments in lieu of taxes (4%). Revenues have grown in recent years, reflecting modest tax base growth, but also tax rate increases and tax exemption changes. Fitch expects the city base revenue growth to be slow, benefitting from a recent trend of tax base stabilization. The city has seen recent commercial and residential expansions and additional development projects are in planning stages, including a proposed commuter rail line connecting Woonsocket with Worcester, MA and Providence. Property tax levy increases, other than those related to debt service, are limited by state statute to a 4% increase above the prior year's levy. Certain exceptions to the cap are permitted, but require a 4/5ths approval from the city's council, and state approvals. Fiscal 2016 general fund revenues are projected to increase by about 2.8%. Growth reflects increased property taxes (including PILOT payments) due to tax base growth and increased prior year collections. On a budget-to-budget basis, fiscal 2017 general fund revenues decline modestly (0.9%) vs. fiscal 2016, reflecting a decrease in property tax collections, including PILOTs (0.8%), and lower state aid, with growth in other revenues. Property tax collections were affected by a reduction in tax rates for fiscal 2017, the impact of which was lessened by tax base growth and reduced exemptions. Expenditure Framework The city's largest general fund expenditure areas are public safety, debt service, and school support, each representing over 20% of fiscal 2015 general fund expenditures and transfers out. The city's natural pace of spending is expected to remain above revenue growth, with pension and OPEB spending pressures due to the low funded level of the city's closed pension plan for police and firefighters and a significant OPEB liability. Pension contributions have increased in recent years as the city began to fully fund required contributions to the city pension plan. The city and school department have begun to address the total OPEB liability with a modest combined $1 million (less than 1% of the liability) in payments to an OPEB trust budgeted for fiscal 2017. The city also faces pressure from general expenditure needs following a period of significant fiscal stress that may have limited spending. Expenditure flexibility is limited. Carrying costs, including debt and pensions, are elevated at about 24% of fiscal 2015 governmental spending. City control over headcount, wages, benefits, and work rules is limited given staffing requirements and labor contract provisions, including minimum staffing limits and binding arbitration for police and firefighters. Overall flexibility may also be limited due to a recent period of significant fiscal weakening. To address this weakening, the city enacted a number of savings initiatives, and may find it more difficult to implement additional significant spending cuts, if needed. A suit filed by a group representing police department retirees challenged certain retiree savings initiatives implemented by the city as part of its multi-year deficit reduction plan. The city had argued that these were permissible at the city's discretion under state municipal fiscal stability statutes. A superior court judge ruled on behalf of the plaintiffs, but the city filed an appeal with the state supreme court. The city currently estimates that an adverse ruling would result in a liability to the city of about $475,000 (less than 1% of fiscal 2015 general fund spending) and increased costs of about $100,000 annually. If the ruling is affirmed, it would also indicate less available expenditure flexibility for Rhode Island municipalities in fiscal distress. Fiscal 2016 expenditures are projected to grow by about $3.3 million or 4.4% including city and state pension cost increases and health care and blight reduction reserve appropriations. On a budget-to-budget basis, fiscal 2017 expenditures decrease by about 1.2%, largely reflecting a decline in debt service costs due to maturing debt. Long-Term Liability Burden The city's long-term liability burden, including debt and pension obligations, is moderate at about 16.5% of personal income and should remain so given modest potential additional debt currently contemplated. The city is considering about $2.4 million in GO debt issuance in fiscal 2018 for street light upgrades, and expects that savings from the upgrades will exceed annual debt service costs. The city also has a sizable OPEB liability, totaling about 10% of personal income. Police hired before July 1, 1980 and firefighters hired before July 1, 1985 participate in single-employer retirement plans established by city charter. General employees and police and firefighters not part of the city plan participate in the Municipal Employees Retirement System, an agent multiple-employer defined benefit system administered by the state of Rhode Island. School personnel participate in the Employees' Retirement System of the State of Rhode Island, a cost sharing multi-employer defined benefit plan. While the city has been making 100% of required contributions to the state plans, it had historically made far less than 100% of required city plan payments until fiscal 2014. Since fiscal 2014, full city pension payments have been funded, and full funding is budgeted for fiscal 2017. As part of a multi-year fiscal improvement plan established under state budget commission oversight in 2013, the city implemented health and pension-related savings initiatives and committed to fully funding city pension payments. Even with these reforms, the city pension plan is underfunded. The city reports a fiscal 2015 net pension liability (NPL) of $59.5 million, with fiduciary assets covering 41.5% of total pension liabilities. The city has recently begun making full actuarially-based annual pension contributions, which should help address the liability. Operating Performance The city has a history of considerably strained fiscal operations, leading to significant budget deficits and negative ending balances. Under oversight of a state appointed budget commission, the city enacted a multi-year deficit reduction plan that has greatly improved its fiscal condition. Finances remained challenged, however, with reserves that have only just returned to a positive position, taking into account both general and school funds, and operating performance could be challenged significantly in a potential downturn. The city's finances, negatively affected by state aid reductions, a weak economy, and school overspending, have been strained for a number of years. Fiscal operations have featured one-time solutions, including the issuance of deficit bonds and, until recently, the underfunding of required city pension plan payments. City general fund reserve levels have improved from a negative position in fiscal years 2009 and 2010, but have remained weak. Factoring in the school fund's negative reserve positions, total end-of-year balances were negative until fiscal 2014. Fiscal 2015 marks the first year in many that both the general and school funds have ended the year with positive balances. In 2013, with the assistance of a state appointed budget commission, the city developed a multiyear plan to reduce and ultimately eliminate a total cumulative school and city fund negative balance of $7.1 million. At the end of fiscal 2012, the general fund had a $2.6 million balance (3.7% of spending) and the school fund had a deficit of $9.8 million (-14.2%). Major components of the plan involved state legislative approval and union negotiations, and included health and pension-related savings initiatives and a $2.5 million supplemental property tax bill. The plan was initially expected to eliminate the cumulative deficit by fiscal 2017, but better than budget performance resulted in positive ending balances for both general and school funds for fiscal 2015. In March 2015 following the state's determination that the commission had met its goal of fiscal stabilization, commission oversight of the city was removed. Per state statutory requirements, the state director of revenue appointed a fiscal advisor for a period of five years until 2020. Fiscal 2015 ended with an unrestricted general fund ending balance of about $3.9 million, or about 5.1% of general fund spending. The total school fund balance (restricted for school spending purposes) was about $2 million, or about 3% of school fund spending. Estimates for fiscal year-end 2016 indicate operating surpluses for both the general fund ($1.3 million) and school fund (about $499,000). The fiscal 2017 school fund budget is balanced and a modest surplus (about $241,000) is budgeted for the general fund. The city charter currently mandates the build-up of a general fund budget reserve, with 1% of revenues to be set aside annually until the balance reaches 8%, where it is to be maintained. The fiscal 2017 budget includes the 1% reserve set-aside. Improved Liquidity Recent year cash flow strain has required interfund borrowing, state aid advances, deferred vendor payments and property tax pre-payment for stabilization. In fiscal 2013, the state advanced $12.4 million in school aid to July 2012 from April through June 2013 payments. In addition, the city benefitted from a CVS Corporation prepayment in June 2013 of its $2.8 million fiscal 2014 property tax bill. The state again advanced school aid in fiscal 2014 ($12.8 million) to July from April through June payments. The city also relied on interfund borrowing ($2 million) and deferred vendor payments ($2.8 million vs. $7 million in fiscal 2013) to stabilize cash flows. Fiscal 2015 cash flows relied on a lower state aid advance ($8.9 million) and $2 million in interfund borrowing. For fiscal 2016, the city relied on $6 million in interfund borrowing from available balances in a city utility fund, which was repaid in October 2015. The borrowing was required due to a late tax bill mailing related to final agreement on property tax rates. A cash balance of $7.2 million (about 5% of fiscal 2016 projected combined general and school fund spending) is estimated for fiscal year-end 2016. Projections for fiscal 2017 indicate no interfund borrowing necessary and estimate an ending cash balance of $6.6 million or about 5% of combined spending. Available balances for borrowing, if needed, include $6 million in a city utility fund and about $841,000 in a city capital fund. WRIGHTWOOD GUEST RANCH: Trustee Proposes July 19 Auction -------------------------------------------------------- The Chapter 11 Trustee of Wrightwood Guest Ranch LLC on June 28, 2016, filed a motion asking the U.S. Bankruptcy Court for the Central District of California for approval to conduct an auction on July 19, 2016. A hearing is scheduled for July 19, 2016, at 1:30 p.m. Richard J. Laski, the Trustee, says that as of June 28, he has not received any offers to purchase the Debtor's property at a price sufficient to provide a meaningful benefit to the Estate and creditors. Accordingly, no stalking horse bidder is being designated. However, the Trustee continues to be engaged in substantive discussions with interested parties, including certain secured creditors, and the Trustee's broker continues to show the Property. Therefore, the Trustee believes he is likely to receive at least one acceptable offer prior to July 15, 2016. As such, the Trustee believes that an auction and sale hearing should still go forward on July 19, 2016. In the event the Trustee receives at least one acceptable offer, an opportunity for overbidding will occur at the auction and in open court to be held on July 19, 2016, commencing 1:30 p.m., PDT, before the Honorable Scott C. Clarkson. In the event the Trustee has received no acceptable offer prior to July 15, 2016, the Trustee will inform the Court and will file a notice that no acceptable offers have been received and file a notice withdrawing the Sale Motion. Since his appointment in January, the Trustee has taken the necessary steps to familiarize himself with the assets and operations of the Debtor as well as the major creditor claims. The Trustee has determined that without a significant new value contribution from the Debtor's insiders or another interested party, a plan of reorganization does not appear feasible. The Trustee has retained Glass Ratner as his real estate broker to market and sell the Estate's rights, title and interest in the Property. About Wrightwood Guest Ranch Wrightwood Guest Ranch LLC, a California limited liability company, provides recreational services such as Snow Play, Zip Line, endurance races, logging and other outdoor events at a 300-acre property it owns in Wrightwood area of Los Angeles County. WGR also operates a wedding and special event center at a 2.45-acre property at Wrightwood area. WGR is 60% owned by Richard and Judy Halllett and 40% owned by GREF WGR I, LLC, an affiliate of secured creditor GreenLake Real Estate Fund, LLC. WGR owns 100% of the interests in Wrightwood Guest Ranch Holdings, LLC, which in turns owns 100% of the interests in Wrightwood Canopy Tours, LC. Being concerned about GreenLake's threat of foreclosure, unsecured creditors Masterpiece Marketing, Larry Rundle, and Snyder Dorenfeld, filed an involuntary petition against Wrightwood Guest Ranch LLC (Bankr. C.D. Cal. Case No. 15-17799) on Aug. 5, 2015. The Petitioners' counsel is Douglas A Plazak, Esq., at Reid & Hellyer, APC, in Riverside, California. The Bankruptcy Court on Aug. 31, 2015, granted Wrightwood Guest Ranch's request for relief under Chapter 11 and vacated the Involuntary Petition filed against the Debtor. The case is assigned to Judge Scott C. Clarkson. The Debtor tapped Walter & Wilhelm Law Group as bankruptcy counsel; Hall & Company as accountants; and Baker, Manock & Jensen as special counsel. * * * The Debtor filed a Plan and Disclosure Statement on Oct. 26, 2015, which proposed to pay unsecured creditors 100 percent of their allowed claims, together with interest at a rate of 1.5 percent. Substantial obstacles to confirmation of that plan arose and on Jan. 20, 2016, the Court entered an order appointing Mr. Richard J. Laski as the Chapter 11 trustee. The Chapter 11 Trustee is represented by: Aram Ordubegian M. Douglas Flahaut ARENT FOX LLP 555 West Fifth Street, 48th Floor Los Angeles, CA 90013-1065 Tel: (213) 629-7400 Fax: (213) 629-7401 E-mail: aram.ordubegian@arentfox.com Douglas.flahaut@arentfox.com ZERGA PHIN-KER LP: Proposes Evergreen-Led Auction on Aug. 30 ------------------------------------------------------------ Zerga Phin-Ker LP on June 28, 2016, filed a motion asking the U.S. Bankruptcy Court for the Eastern District of Texas to approve bidding procedures in connection with the sale of all or substantially all of the Debtor's assets. Stalking horse bidder Evergreen Senior Living Properties, LLC, is opening a proposed Aug. 30 auction with an offer of $16 million. The Debtor asks the Court to schedule a final sale hearing concurrent with a confirmation hearing on the Debtor's plan of liquidation, to consider entry of an order approving the sale of substantially all of the Debtor's assets. The Debtor proposes the following timeline to effectuate the sale of the Property, subject to the Court's availability: Event Date ----- ---- Deadline to file and serve Notice of Cure Amounts July 15, 2016 Deadline to object to proposed Cure Amounts Aug. 5, 2016 Deadline for Potential Bidders to submit Proposals Aug. 22, 2016 Deadline to serve notice of Qualified Proposals Aug. 25, 2016 Auction and Selection of Prevailing/Back-Up Bidders Aug. 30, 2016 Deadline to File & Serve Objections to Sale Motion 5 days prior to Sale Hearing Hearing on Sale Motion to approve Sale of Assets Aug. 31, 2016 Deadline to Close Sale Transaction Oct. 20, 2016 Any proposal by a competing bidder for the purchase of the Property, must be submitted, in writing, so that it is received by the Debtor no later than 4:00 p.m. Central Standard Time on Aug. 22, 2016. All Acquisition Proposals will be submitted to the Debtor at the following address: Vickie L. Driver, Lewis Brisbois Bisgaard & Smith LLP, 2100 Ross Avenue, Suite 2000, Dallas, TX. As part of the agreement to obtain DIP Financing, the Debtor is pursuing a sale of substantially all of its assets, primarily consisting of the senior retirement facility project in the City of Longview, Gregg County, Texas. The Debtor's CRO and his team at CohnReznick have undertaken the efforts to market the Property. The Debtor requests authority to sell and convey its assets free and clear of all interests, including but not limited to the Regulatory and Land Use Restriction Agreement dated as of June 1, 2013, among the Issuer, the Bond Trustee, and the Debtor, as it is anticipated to be amended3 (the "LURA" or the "Regulatory Agreement"). In the Debtor's due diligence and marketing efforts for a sale of the Property, the Debtor has determined that none of the potential buyers are willing to acquire the Property subject to the LURA. Thus, the Debtor seeks to sell the Property free and clear of those obligations required under the LURA. The Debtor has determined, in its reasonable business judgment, that a sale of the Property at this time with a traditional "stalking horse" bidder is warranted, and indeed, necessary. From the various potentially interested parties that the CRO has been in discussions with, the Debtor has come to an agreement with one party which has agreed to serve as the stalking horse bidder. Accordingly, the Debtor seeks approval from the Court for the designation of a stalking horse bidder (the "Stalking Horse Bidder") to aid the sale process. The Debtor seeks to designate Evergreen Senior Living Properties, LLC, to serve as the Stalking Horse Bidder. Evergreen has tendered its initial binding Bid (the "Stalking Horse Bid") with a purchase and sale agreement (the "Stalking Horse PSA") with terms acceptable to the Debtor. Evergreen has agreed to serve as the Stalking Horse Bidder provided that the Court approves the break-up fee. Evergreen is not an insider of the Debtor and is not related to the Debtor. The Debtor proposes to provide the Stalking Horse Bidder bid protection in the form of a break-up fee of $500,000 (the "Break-Up Fee"), which constitutes 3.125% of the Purchase Price in the Stalking Horse Bid. The Break-Up Fee is to be payable if the Stalking Horse Bidder is not the Prevailing Bidder who closes on a Sale of the Property approved by the Bankruptcy Court. About Zerga Phin-Ker Zerga Phin-Ker LP filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex. Case No. 15-42087) on Nov. 20, 2015. The petition was signed by Jerry Green as co-president. Judge Brenda T. Rhoades is assigned to the case. Zerga Phin-Ker LP is a Texas limited partnership whose principal place of business is in McKinney, Texas. The Debtor was engaged in the acquisition, construction, and development of a senior retirement facility in the City of Longview, Gregg County, Texas, to be known as "Parkview on Hollybrook," consisting of 126 independent living units, an assisted living and memory care facility, and common areas . The Debtor estimated assets and liabilities in the range of $10 million to $50 million. The Debtor tapped Lewis Brisbois Bisgaard & Smith LLP as counsel. On Feb. 17, 2016, the Court entered a final order approving the Debtor's emergency application to employ CohnReznick LLP as restructuring advisor and designate Chad J. Shandler as Chief Restructuring Officer Effective as of December 15, 2015. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re C & G Coin Laundry's Inc. Bankr. S.D. Fla. Case No. 16-18651 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/flsb16-18651.pdf Filed Pro Se In re Lonnie James Coughlin Bankr. C.D. Cal. Case No. 16-11817 Chapter 11 Petition filed June 20, 2016 represented by: Onyinye N Anyama, Esq. ANYAMA LAW FIRM E-mail: onyi@anyamalaw.com In re Biboo, LLC Bankr. S.D. Fla. Case No. 16-18733 Chapter 11 Petition filed June 20, 2016 See http://bankrupt.com/misc/mab16-18733.pdf represented by: David C. Rubin, Esq. DAVID C RUBIN PA E-mail: david3051@aol.com In re David J. Cattar Bankr. W.D. La. Case No. 16-30898 Chapter 11 Petition filed June 20, 2016 Filed Pro Se In re 90 Florence Street, Inc. Bankr. D. Mass. Case No. 16-41066 Chapter 11 Petition filed June 20, 2016 See http://bankrupt.com/misc/mab16-41066.pdf represented by: James P. Ehrhard, Esq. EHRHARD & ASSOCIATES, P.C. E-mail: ehrhard@ehrhardlaw.com In re Reely B Inc Bankr. E.D.N.Y. Case No. 16-72722 Chapter 11 Petition filed June 20, 2016 See http://bankrupt.com/misc/nyeb16-72722.pdf Filed Pro Se In re Filiberto Desa Cintron Bankr. D.P.R. Case No. 16-04917 Chapter 11 Petition filed June 20, 2016 represented by: Jacqueline Hernandez Santiago, Esq. E-mail: quiebras1@gmail.com In re Craig Allen Newhouse Bankr. W.D. Wis. Case No. 16-12183 Chapter 11 Petition filed June 20, 2016 represented by: Thomas O. Mulligan II, Esq. MULLIGAN LAW OFFICE E-mail: thomasomulligan@gmail.com In re Leoncio Amador Villanueva and Kelle Marie Amador Bankr. W.D. Ark. Case No. 16-71473 Chapter 11 Petition filed June 21, 2016 represented by: Donald A. Brady, Jr., Esq. AADR E-mail: aadrbk@gmail.com In re Bryan D Foresee and Tracie J Foresee Bankr. W.D. Ark. Case No. 16-71479 Chapter 11 Petition filed June 21, 2016 represented by: Donald A. Brady, Jr., Esq. AADR E-mail: aadrbk@gmail.com In re Driving Miss Daisy, Inc. Bankr. D. Minn. Case No. 16-41865 Chapter 11 Petition filed June 21, 2016 See http://bankrupt.com/misc/mnb16-41865.pdf represented by: Lynn J.D. Wartchow, Esq. WARTCHOW LAW OFFICE, LLC E-mail: lynn@wartchowlaw.com In re JFK Parking Pass LLC Bankr. E.D.N.Y. Case No. 16-42716 Chapter 11 Petition filed June 21, 2016 See http://bankrupt.com/misc/nyeb16-42716.pdf represented by: Scott R Schneider, Esq. LAW OFFICES OF SCOTT R SCHNEIDER E-mail: scottsch@optonline.net In re NYC Parking Group 1 LLC Bankr. S.D.N.Y. Case No. 16-11798 Chapter 11 Petition filed June 21, 2016 See http://bankrupt.com/misc/nysb16-11798.pdf represented by: Alcides Alberto Casares, Esq. LAW OFFICE OF ALCIDES A. CASARES E-mail: alcides@casareslaw.com In re Paul I. Bennett Bankr. S.D.N.Y. Case No. 16-22838 Chapter 11 Petition filed June 21, 2016 represented by: Arlene Gordon-Oliver, Esq. ARLENE GORDON-OLIVER & ASSOCIATES, PLLC E-mail: ago@gordonoliverlaw.com In re Fireball Enterprises, Inc. Bankr. S.D.W. Va. Case No. 16-20334 Chapter 11 Petition filed June 21, 2016 See http://bankrupt.com/misc/wvsb16-20334.pdf represented by: Joseph W. Caldwell, Esq. CALDWELL & RIFFEE E-mail: joecaldwell@frontier.com In re Closet Ways, Corp. Bankr. D.P.R. Case No. 16-04967 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/prb16-04967.pdf represented by: ALEXIS FUENTES HERNANDEZ, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re Yevgeny Morozov Bankr. M.D. Fla. Case No. 16-02301 Chapter 11 Petition filed June 20, 2016 Filed Pro Se In re Lei Machining LLC Bankr. D. Ariz. Case No. 16-07089 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/azb16-07089.pdf represented by: Brian M. Blum, Esq. THE TURNAROUND TEAM Email: brian@turnaroundteam.com In re Mary Cleaveland Bankr. C.D. Cal. Case No. 16-11840 Chapter 11 Petition filed June 22, 2016 represented by: Paul M Brent, Esq. STEINBERG NUTTER & BRENT E-mail: snb300@aol.com In re TCC General Contracting, Inc. Bankr. C.D. Cal. Case No. 16-18301 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/cacb16-18301.pdf represented by: Steven R Fox, Esq. LAW OFFICES OF STEVEN R. FOX E-mail: emails@foxlaw.com In re Patricia Ann Randazzo Bankr. C.D. Cal. Case No. 16-18336 Chapter 11 Petition filed June 22, 2016 represented by: Onyinye N Anyama, Esq. ANYAMA LAW FIRM E-mail: onyi@anyamalaw.com In re Camp-Rigby Roofing-Sheetmetal Contractors, Inc. Bankr. M.D. Fla. 16-05366 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/flmb16-05366.pdf represented by: Richard A Johnston, Jr., Esq. JOHNSTON LAW, PLLC E-mail: richard@richardjohnstonlaw.com In re Harry Vincent Camp and Carol Frederick Camp Bankr. M.D. Fla. Case No. 16-05367 Chapter 11 Petition filed June 22, 2016 represented by: Richard A Johnston, Jr., Esq. JOHNSTON LAW, PLLC E-mail: richard@richardjohnstonlaw.com In re Justin Sciarra and Michele A. Sciarra Bankr. D.N.J. Case No. 16-22046 Chapter 11 Petition filed June 22, 2016 represented by: David L. Stevens, Esq. SCURA, WIGFIELD, HEYER & STEVENS E-mail: dstevens@scuramealey.com In re 9010 H Development Corp. Bankr. E.D.N.Y. Case No. 16-42746 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/nyeb16-42746.pdf represented by: Eric H Horn, Esq. VOGEL BACH & HORN, P.C. E-mail: ehorn@vogelbachpc.com In re Brooklyn Interiors, Inc. Bankr. S.D.N.Y. Case No. 1622845- Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/nysb16-22845.pdf represented by: Kenneth A. Reynolds, Esq. MCBREEN & KOPKO E-mail: kreynolds@mklawnyc.com In re TLD Ventures, LLC Bankr. E.D. Okla. Case No. 16-80621 Chapter 11 Petition filed June 22, 2016 See http://bankrupt.com/misc/okwb16-80621.pdf represented by: Thomas M Wright, Esq. Wright, Stout, & Wilburn, PLLC E-mail: tom@wswlaw.com In re Carmen Amalia Wier Bankr. C.D. Cal. Case No. 16-11849 Chapter 11 Petition filed June 23, 2016 represented by: Leonardo Drubach, Esq. E-mail: zlaw578@yahoo.com In re Vincent Morella Bankr. C.D. Cal. Case No. 16-18410 Chapter 11 Petition filed June 23, 2016 represented by: Paul M Brent, Esq. STEINBERG NUTTER & BRENT E-mail: snb300@aol.com In re Denise E. Smith Bankr. N.D. Cal. Case No. 16-41744 Chapter 11 Petition filed June 23, 2016 represented by: Selwyn D. Whitehead, Esq. LAW OFFICES OF SELWYN D. WHITEHEAD E-mail: selwynwhitehead@yahoo.com In re Penny D. Slinger Hills Bankr. N.D. Cal. Case No. 16-51855 Chapter 11 Petition filed June 23, 2016 represented by: Michael K. Mehr, Esq. LAW OFFICES OF MICHAEL K. MEHR E-mail: MMehr51@gmail.com In re A-1 Express, Inc. Bankr. M.D. Fla. Case No. 16-04170 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/flmb16-04170.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@TampaEsq.com In re Ismeat Gjeloshi and Fatima Gjeloshi Bankr. M.D. Fla. Case No. 16-05375 Chapter 11 Petition filed June 23, 2016 represented by: Jawdet I Rubaii, Esq. JAWDET I RUBAII, PA Email: rubaiipa@tampabay.rr.com In re Suncoast LED Displays, LLC Bankr. M.D. Fla. Case No. 16-05408 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/flmb16-05408.pdf represented by: Steven M Fishman, Esq. STEVEN M FISHMAN, PA E-mail: steve.fishman@verizon.net In re United Corp. Int'l, Inc. Bankr. N.D. Ga. Case No. 16-60912 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/ganb16-60912.pdf represented by: Rodney L. Eason, Esq. THE EASON LAW FIRM E-mail: reason@easonlawfirm.com In re Henderson Enterprises, Inc. Bankr. W.D. Ky. Case No. 16-40536 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/kywb16-40536.pdf represented by: Sandra D. Freeburger, Esq. DEITZ SHIELDS & FREEBURGER, LLP E-mail: sfreeburger@dsf-atty.com In re Felix Gabriel Gonzalez, II Bankr. W.D. Mich. Case No. 16-03343 Chapter 11 Petition filed June 23, 2016 represented by: John M. Van Elk, Esq. DEMOTT & VAN ELK, PC E-mail: john@demottlaw.com In re Marilyn I Benardi and Richard W Benardi Bankr. D.N.J. Case No. 16-22153 Chapter 11 Petition filed June 23, 2016 represented by: Batya G. Wernick, Esq. E-mail: bgwlaw@verizon.net In re Shepherd Ave Realty Inc. Bankr. E.D.N.Y. Case No. 16-42758 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/nyeb16-42758.pdf represented by: Eric H Horn, Esq. VOGEL BACH & HORN, P.C. E-mail: ehorn@vogelbachpc.com In re 7901 7th Avenue LLC Bankr. E.D.N.Y. Case No. 16-42775 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/nyeb16-42775.pdf represented by: Wayne M Greenwald, Esq. WAYNE GREENWALD, PC E-mail: grimlawyers@aol.com In re One Brewery Place, Inc. Bankr. W.D. Pa. Case No. 16-22314 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/pawb16-22314.pdf represented by: Brian C. Thompson, Esq. THOMPSON LAW GROUP, P.C. E-mail: bthompson@ThompsonAttorney.com In re L.L.A.C., Inc. Bankr. D.P.R. Case No. 16-05004 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/prb16-05004.pdf represented by: Fernando E Longo Quinones, Esq. BERRIOS & LONGO LAW OFFICE E-mail: flongoquinones@berrioslongo.com In re Lincoln Restaurants Incorporated Bankr. D.P.R. Case No. 16-05006 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/prb16-05006.pdf represented by: PEDRO E VAZQUEZ MELENDEZ, Esq. ARVELO & VAZQUEZ, P.S.C. E-mail: quiebras@gmail.com In re Engineered Well Service International, LLC Bankr. W.D. Tex. Case No. 16-51402 Chapter 11 Petition filed June 23, 2016 See http://bankrupt.com/misc/txwb16-51402.pdf represented by: James Samuel Wilkins, Esq. WILLIS & WILKINS, LLP E-mail: jwilkins@stic.net In re Dimitrios Georgios Marinakis and Tami Charlene Marinakis Bankr. W.D. Wash. Case No. 16-13338 Chapter 11 Petition filed June 23, 2016 represented by: Brett L Wittner, Esq. KENT & WITTNER PS E-mail: brett@kentwittnerlaw.com In re Jose Luis Nunez Claver Bankr. C.D. Cal. Case No. 16-18455 Chapter 11 Petition filed June 24, 2016 represented by: Onyinye N Anyama, Esq. ANYAMA LAW FIRM E-mail: onyi@anyamalaw.com In re Michelle Yvonne Bohanon Bankr. E.D. Cal. Case No. 16-24110 Chapter 11 Petition filed June 24, 2016 Filed Pro Se In re Peter A. Lynch Bankr. D. Conn. Case No. 16-30981 Chapter 11 Petition filed June 24, 2016 represented by: Neil Crane, Esq. LAW OFFICES OF NEIL CRANE, LLC E-mail: neilcranecourt@neilcranelaw.com In re Spurlow's Outdoor Outfitters, LLC Bankr. M.D. Fla. Case No. 16-05463 Chapter 11 Petition filed June 24, 2016 See http://bankrupt.com/misc/flmb16-05463.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, PA E-mail: Buddy@TampaEsq.com In re Sofintek Inc., d.b.a. Skydrenaline Zone Bankr. D. Guam Case No. 16-00072 Chapter 11 Petition filed June 24, 2016 See http://bankrupt.com/misc/gub16-00072.pdf represented by: Mark E. Williams, Esq. LAW OFFICE OF MARK EDWARD WILLIAMS, P.C. E-mail: dededolawoffice@gmail.com In re Ronda Lynnette Short Evans Bankr. D. Md. Case No. 16-18551 Chapter 11 Petition filed June 24, 2016 Filed Pro Se In re James V. Taggart Bankr. E.D.N.C. Case No. 16-03321 Chapter 11 Petition filed June 24, 2016 represented by: John A. Northen, Esq. NORTHEN BLUE, LLP E-mail: jan@nbfirm.com In re KorzanOils, LLC, a New Mexico Limited Liability Company Bankr. D.N.M. Case No. 16-11564 Chapter 11 Petition filed June 24, 2016 See http://bankrupt.com/misc/nmb16-11564.pdf represented by: R “Trey” Arvizu, III, Esq. ARVIZULAW.COM, LTD. E-mail: trey@arvizulaw.com In re Del Restaurant Corp. Bankr. E.D.N.Y. Case No. 16-72807 Chapter 11 Petition filed June 24, 2016 See http://bankrupt.com/misc/nyeb16-72807.pdf represented by: Robert J Spence, Esq. SPENCE LAW OFFICE, P.C. E-mail: rspence@spencelawpc.com In re SG Property Management Inc. Bankr. E.D. Va. Case No. 16-12197 Chapter 11 Petition filed June 24, 2016 See http://bankrupt.com/misc/vaeb16-12197.pdf Filed Pro Se In re Mark L Jackson Bankr. W.D. Wash. Case No. 16-13358 Chapter 11 Petition filed June 24, 2016 represented by: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN E-mail: feinstein1947@gmail.com In re Michael Scott Dutton Bankr. W.D. Okla. Case No. 16-12459 Chapter 11 Petition filed June 25, 2016 represented by: B David Sisson, Esq. E-mail: sisson@sissonlawoffice.com In re CHC Development Co., Inc. Bankr. D. Utah Case No. 16-25558 Chapter 11 Petition filed June 25, 2016 See http://bankrupt.com/misc/utb16-25558.pdf represented by: Andres Diaz, Esq. RED ROCK LEGAL SERVICES P.L.L.C. E-mail: courtmailrr@expresslaw.com In re A. H. Coombs, LLC Bankr. D. Utah Case No. 16-25559 Chapter 11 Petition filed June 25, 2016 See http://bankrupt.com/misc/utb16-25559.pdf represented by: Andres Diaz, Esq. RED ROCK LEGAL SERVICES P.L.L.C. E-mail: courtmailrr@expresslaw.com In re Bruckner Properties, LLC Bankr. S.D.N.Y. Case No. 16-11845 Chapter 11 Petition filed June 26, 2016 See http://bankrupt.com/misc/nysb16-11845.pdf represented by: Susan F. Balaschak, Esq. AKERMAN SENTERFITT LLP E-mail: susan.balaschak@akerman.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. ********* 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., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2016. 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 TCR subscription rate is $975 for 6 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. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***