/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160817.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 17, 2016, Vol. 20, No. 230 Headlines 401 PROPERTIES: Court Issues Amended Ch. 11 Case Dismissal Order ACMD HOLDING: Hires AJ Gallo Associates as Counsel ADA GIRON: Selling 2851 Property to Masons for $75K ADA GIRON: Selling 2853 Property to Masons for $100K AJAX INTEGRATED: Court Rules on Suits vs Vehifax, Signature ALAN MISHKIN: Hearing on Disclosures Scheduled for Sept. 7 ALBANY LLC: Unsecureds to Recoup 10% in 12 Months Under Plan ALGECO SCOTSMAN: S&P Lowers CCR to 'CCC+' on Merger Termination ALLIED NEVADA: Court Dismisses Securities Suit ALPHA NATURAL: Has Court Authority to Reject Agreement with Organs ALTOS HORNOS: Chapter 15 Case Summary ALTOS HORNOS: Files Chapter 15 Bankruptcy Petition in Delaware ALTOS HORNOS: Seeks U.S. Recognition of Mexican Plan AMERICAN RESIDENTIAL: Moody's Rates Amended $50MM 2021 Loan 'B1' AMERICAN RESIDENTIAL: S&P Lowers CCR to 'B' on Increased Leverage APRICUS BIOSCIENCES: Accumulated Deficit Raises Going Concern Doubt ARGO COMPANY: Hires Robinson & Tribe as Attorneys ARS CAPITAL: Sale of Country Club Hills Property for $120K Okayed AZTEC OIL: Seeks Plan Exclusivity Extension Thru Dec. 13 BASIC ENERGY: S&P Lowers CCR to 'CC' on Deferred Coupon Payment BATI INVESTMENTS: Hires Sam V. Calvert PA as Counsel BH SUTTON: Hires LaMonica Herbst as Counsel BIND THERAPEUTICS: Liquidation Plan & Disclosure Statement Filed BIOSCRIP INC: S&P Affirms 'CCC+' CCR & Revises Outlook to Stable BOISE CASCADE: Moody's Assigns B1 Rating on New Sr. Unsec. Notes BOISE CASCADE: S&P Assigns 'BB-' Rating on Proposed $300MM Notes BREITBURN ENERGY: Creditors' Panel Hires Porter as Special Counsel BURGI CORP: Hires Goodrich & Reely as Counsel BURGI ENGINEERS: Hires Junkermier Clark as Accountants BURGI ENGINEERS: Hires Rocky Mountain Law as Special Counsel CADIZ INC: Substantial Doubt Looms Over Uncertainty to Raise Funds CARMEN VARA: Unsecureds to Be Paid $10,000 in Five Years CASTLE PINES: Hires Smith Gilliam as Counsel CHAU DO PAPATHEODOROU: Selling Palo Alto Property for $2.73M CHESAPEAKE ENERGY: Moody's Rates $1BB 1st-Lien Term Loan Caa1 CHESAPEAKE ENERGY: S&P Lowers CCR to 'CC', Outlook Negative CHEZ JACQUELINE: Hires Dahiya Law as Bankruptcy Counsel CHIEFTAIN STEEL: Court Extends Plan Filing Date to Dec. 28 CROWN MEDIA: S&P Affirms Then Withdraws 'BB-' CCR CS MINING: Taps FTI Consulting as Restructuring Advisor D.J. SIMMONS: Has Until Dec. 31 to Use BOKF Cash Collateral DALLAS PROTON: RPM Joins in Hunt's Objection to Disclosures DC ENERGY: Operating Account Funds are Estate Property, Court Says DEL MONTE FOODS: S&P Affirms 'B-' CCR, Outlook Still Negative DIAMOND RESORTS: Moody's Rates New $400MM Sr. Secured Notes B1 DIKA-MATTESON: Can Use Cash Collateral Until Sept. 20 ESSAR STEEL: Hires Professionals in Ordinary Course of Business ETRADE FINANCIAL: S&P Assigns BB- Rating on $400MM Preferred Stock FIRST PHOENIX-WESTON: Case Summary & 20 Top Unsecured Creditors FIRST PHOENIX-WESTON: Hires Barbara De Baere Poppy as Accountants FIRST PHOENIX-WESTON: Obtains $1.5M DIP Commitment from Part-Owner FIRST PHOENIX-WESTON: Stoney River Facility Files for Ch. 11 FIRST PHOENIX-WESTON: Taps Michael Best as Bankruptcy Counsel FOREVERGREEN WORLDWIDE: Deficit Raises Going Concern Doubt FORT IRWIN: Moody's Affirms Ba2 Rating on Class III Bonds FRANK MOULTRIE: Unsecureds to Get Pro Rata Share of $50,000 FRONTIER STAR: Ch.11 Trustee Hires Aaron Fox as Special Counsel FRYMIRE SERVICES: Can Use Cash Collateral on Interim Basis GAETANO TRUST: Court Junks Chapter 11 Proceedings GENERAL CERAMICS: Dismissal of "Haskell" Suit Partly Affirmed GOLDEN AGE CONVELESCENT: Taps Gorski Firm as Counsel GOSPEL TABERNACLE: Wants to Use Multibank 2009-1 CRE Venture Cash GRAND PANAMA RESORT: Seeks Authority to Use AKSIM Cash Collateral GULF CHEMICAL: Committee Hires Province as Financial Advisors GULF CHEMICAL: Creditors' Panel Hires Lowenstein as Counsel HALCON RESOURCES: Unsecureds to Recoup 100% Under Plan HEBREW HEALTH: Case Summary & Largest Unsecured Creditors HOVBROS PROPERTIES: Hires Ciardi Ciardi & Astin as Counsel ICMFG & ASSOCIATES: Hires Stichter Riedel as Counsel INTREPID POTASH: Covenant Problems Raises Going Concern Doubt IPAYMENT INC: S&P Lowers CCR to 'CCC' on Refinancing Risk JADECO CONSTRUCTION: Court OKs Public Auction for Equipment JOHN Q. HAMMONS: Hires HVS for Appraisal and Consulting Services KENNETH LEONARD DYMMEL: Approval of Disclosure Statement Stayed KLEEN LAUNDRY: Hires Ford & McPartlin as Attorneys L. SCOTT APPAREL: Sharron et al Breached Loan as of Petition Date LAST CALL GUARANTOR: Has Until Aug. 19 to Use Cash Collateral LDI MANAGEMENT: Wants to Use IRS Cash Collateral LOUISIANA CRANE: Hires Taylor Porter as Special Counsel LOUISIANA CRANE: Hires Three Rivers for Restructuring & Finance MARIA RODRIGUEZ: Sale of Berwyn Property for $400K Approved MAXUS ENERGY: Creditors' Panel Hires BRG as Financial Advisor MAXUS ENERGY: Creditors' Panel Hires Cole Schotz as Co-Counsel MAXUS ENERGY: Creditors' Panel Hires Schulte Roth as Counsel MEG ENERGY: Bank Debt Trades at 9% Off MENORAH CONGREGATION: Feldman, Loos Have $42,500 Secured Claims METROTEK ELECTRICAL: Case Summary & 20 Top Unsecured Creditors MILLENIUM SUPER STOP II: Proposes Cash Use Until November MOBILESMITH INC: Negative Cash Flows Raise Going Concern Doubt MODULAR SPACE: S&P Lowers CCR to 'CCC' & Revises Watch to Negative MOXIAN INC: Cash Flow Problems Raises Substantial Doubt N.E. DESIGNS: Hires Creim Macias Koeng & Frey as Counsel NATIONAL CINEMEDIA: Moody's Rates $250MM Sr. Unsecured Notes B2 NATIONAL CINEMEDIA: S&P Rates Proposed $250MM Sr. Unsec. Notes 'B' NEW YORK CRANE: Taps LaMonica Herbst as James Lomma's Counsel NOBLE GROUP: Moody's Lowers CFR & Sr. Unsec. Bond Ratings to B2 NOVELIS CORP: Moody's Assigns B2 Rating on $525MM Notes NOVELIS INC: S&P Affirms 'B+' CCR & Rates $525MM Notes 'B' NRG YIELD: S&P Lowers CCR to 'BB', Outlook Stable PACIFIC SUNWEAR: Taps Deloitte to Prepare US Tax Return PARSLEY ENERGY: Unsec. Notes Offering No Impact on Moody's B2 CFR PAUL F. WALLACE: Unsecured Creditors to Recover 100% PHOENIX LIFE: S&P Raises Counterparty Credit Ratings to 'BB-' PICO HOLDINGS: Bloggers Denounce Retention of Synthonics Stake PIER 1 IMPORTS: S&P Lowers CCR to 'B', Outlook Stable PINNACLE OPERATING: S&P Lowers CCR to 'CCC+', Outlook Stable PORTER BANCORP: Leverage Ratios Raises Going Concern Doubt PRECISION INDUSTRIAL: Hires Structured Finance as Rate Expert PRECISION WELDING: Case Summary & 20 Largest Unsecured Creditors PRECISION WELDING: Case Summary & 20 Largest Unsecured Creditors PROSOLUTIONS LLC: Hires Aiken Schenk as Counsel RED RIVER SOUTH: Hires William Kostelka as Accountant REO HOLDINGS: Chapter 11 Trustee Names Eva Lemeh as Attorney REO HOLDINGS: Trustee Hires Larry Williams as Accountant RICHARD MERRITT: Court to Take Up Bankruptcy Plan on Sept. 13 ROBISON TIRE: Proposes Online Auction of Goodyear Inventory ROTARY DRILLING TOOLS: Can Get DIP Financing From PNC Bank RUSSELL COX: Court to Take Up Exit Plan on Sept. 19 SALEM MEDIA: S&P Revises Outlook to Stable & Affirms 'B-' CCR SAMUEL FIGUEROA: Files Plan to Exit Chapter 11 Protection SANDERS COMMERCIAL: Motion for More Time to File Plan Withdrawn SANDERS COMMERCIAL: Withdraws Bid to Extend Exclusivity Periods SEVENTY SEVEN: S&P Raises Rating on 1st Lien Sec. Term Loan to 'B' SINCLAIR TELEVISION: Moody's Rates New $350MM Unsec. Notes 'B1' SINCLAIR TELEVISION: S&P Rates New $350MM Sr. Unsec. Notes 'B+' STONE ENERGY: Financial Covenants Raise Going Concern Doubt SUCCESS INC: Hires Neubert Pepe as Counsel SUCN. PEDRO: Hires Carlos A. Piovanetti Dohnert as Attorney SUNEDISON INC: Exclusivity Periods Extended Through Nov. 17 SUNEDISON INC: Selling Interests in Minnesota Projects for $80M SUNEDISON INC: Selling Interests in Project Companies for $144M SUNPOWER BY RENEWABLE ENERGY: Wants Authority to Use Cash SYNCARDIA SYSTEMS: Says It's Not Heading Out of the Market SYNCARDIA SYSTEMS: Sindex-Led Auction on Sept. 14 TAG FINANCIAL: Accord Financial Objects to Cash Collateral Use TURKEYFOOT LAKE: Hires Lou-Ray Associates as Accountant TUSCANY ENERGY: Has Until Sept. 10 to Use Cash Collateral UNIVERSAL NUTRIENTS: Can Get DIP Loan From Exeter International WESLEY MEDICAL: Unsecureds to Recoup 100% Under Plan WESTERN HIPERBARIC: Prexy Pays $4K Retainer to Bankruptcy Counsel WISCONSIN DAIRY GOAT: Taps Honkamp as Accountant WOMEN'S WELLNESS: Court Extends Plan Filing Deadline Until Nov. 14 XPO LOGISTICS: S&P Assigns 'BB-' Rating on New Term Loan Due 2021 [*] Smiley Wang-Ekvall Gets Tier One Ranking in Best Law Firms List ********* 401 PROPERTIES: Court Issues Amended Ch. 11 Case Dismissal Order ---------------------------------------------------------------- Judge Jacqueline P. Cox of the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division, on Aug. 10, 2016, issued an amended order dismissing the bankruptcy case captioned In re 401 Properties Limited Partnership, Debtor, Bankr. No. 14-44983 (Bankr. N.D. Ill.). The bankruptcy case was dismissed on the motions of the U.S. Trustee and Legacy Re and Rock Solid. The case involves the efforts of 401 Properties Limited Partnership, to reorganize under chapter 11 of the Bankruptcy Code. 401 Properties is a single asset real estate entity which owns commercial real estate, a building located at 401 S. LaSalle Street, Chicago, Illinois. The property is a multi-tenant office building with retail space on the ground floor. 401 Properties' amended petition alleged that its assets are worth between $1 million and $10 million. The claims are in excess of $15 million. The Amended Order made mention of a Multi-Party Exchange Settlement Agreement which was no longer mentioned in Doc. 300, but this did not affect the conclusion of the memorandum opinion. The Amended Order also specified that the motion to appoint a chapter 11 trustee is denied. A full-text copy of Judge Cox's August 10, 2016 Amended Memorandum is available at http://bankrupt.com/misc/ilnb14-44983-300.pdf About 401 Properties Chicago, Illinois-based 401 Properties Limited Partnership sought Chapter 11 protection on June 23, 2010 (Bankr. N.D. Ill. Case No. 10-28114). Louis D. Bernstein, Esq., at Bernstein Law Firm, LLC, assists the Debtor in its restructuring effort. The Company estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities in its Chapter 11 petition. The Company scheduled assets of $11,018,507 and debts of $12,459,316 as of the Petition Date. ACMD HOLDING: Hires AJ Gallo Associates as Counsel -------------------------------------------------- ACMD Holding Corp., seeks authorization from the U.S. Bankruptcy Court for the Eastern District of New York to employ AJ Gallo Associates, PC as counsel for the Debtor and Debtor-in-Possession. The Debtor requires AJ Gallo Associates to: a. provide advice to the Debtor with respect to its powers and duties under the Bankruptcy Code in the continued operation of its business; b. negotiate with creditors of the Debtor, preparing a plan of reorganization and taking the necessary legal steps to consummate a plan; c. appear before the various taxing authorities to work out a plan to pay taxes owing in installments; d. prepare on the Debtor's behalf necessary applications, motions, answers, replies, discovery requests, forms of orders, reports and other pleadings and legal documents; e. appear before this Court to protect the interests of the Debtor and its estate, and representing the Debtor in all matters pending before this Court; and f. perform all other legal services for the Debtor that may be necessary herein. AJ Gallo Associates will be paid at these hourly rates: Anthony J. Gallo, Esq. $375 Associates $250 Paraprofessionals $110 AJ Gallo Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Anthony J. Gallo, Esq., member of AJ Gallo Associates, PC, 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 Debtor and its estates. AJ Gallo Associates may be reached at: Anthony J. Gallo, Esq. AJ Gallo Associates, PC 6080 Jericho Turnpike Street Commack, NY 11725 Phone: (631)499-4318 About ACMD Holding Corp. ACMD Holding Corp. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 16-72994) on July 5, 2016. Anthony J. Gallo, Esq. at AJ Gallo Associates, PC as bankruptcy counsel. ADA GIRON: Selling 2851 Property to Masons for $75K --------------------------------------------------- On Dec. 15, 2016, at 10:00 a.m., Ada A. Giron, by and through her counsel, Penelope N. Bach of Sulaiman Law Group, Ltd., will ask the U.S. Bankruptcy Court for the Northern District of Illinois to authorize the sale of real property located at 2851 W. Cermak, Chicago, Illinois ("2851 Property") to James Mason and Margaret Mason for $75,000, subject to overbid. The only lien on the 2851 Property is a mortgage executed by Ada A. Giron and given to Waterfall Olympic Master Fund (serviced through KeyBank) with a payoff balance in the approximate amount of $427,2176. Upon information and belief, all real estate taxes for the property are paid and current. As a result of negotiations between the Debtor and the Masons, the Debtor entered into a Real Estate Contract ("Contract") which was accepted on Aug. 9, 2016 for the sale of the 2851 Property. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Ada_Giron_314_Sales.pdf All proceeds after the payment of costs of sale including the balance on the mortgage and real estate taxes noted will be tendered to Waterfall Olympic Master Fund (serviced through KeyBank). The buyers have paid an initial earnest money deposit of $1,000 which is being held by International Real Estate Corp. The balance of the purchase price is to be paid in at closing. Ada A. Giron sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-07521) on March 3, 2015. The Debtor tapped Paul M. Bach, Esq., and Penelope N. Bach, Esq., at Sulaiman Law Group, LTD., as counsel. ADA GIRON: Selling 2853 Property to Masons for $100K ---------------------------------------------------- On Dec. 15, 2016, at 10:00 a.m., Ada A. Giron, by and through her counsel, Penelope N. Bach of Sulaiman Law Group, Ltd., will ask the U.S. Bankruptcy Court for the Northern District of Illinois to authorize the sale of real property located at 2853 W. Cermak, Chicago, Illinois ("2853 Property") to James Mason and Margaret Mason for $100,000, subject to overbid. The only lien on the 2853 Property is a mortgage executed by Ada A. Giron and given to Byline Bank with a payoff balance in the approximate amount of $585,378. Upon information and belief, all real estate taxes for the property are paid and current. As a result of negotiations between the Debtor and the Masons, the Debtor entered into a Real Estate Contract ("Contract") which was accepted on Aug. 9, 2016 for the sale of the 2853 Property. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Ada_Giron_315_Sales.pdf All proceeds after the payment of costs of sale including the balance on the mortgage and real estate taxes noted will be tendered to Byline Bank. The buyers have paid an initial earnest money deposit of $1,000 which is being held by International Real Estate Corp. The balance of the purchase price is to be paid in at closing. Ada A. Giron sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-07521) on March 3, 2015. The Debtor tapped Paul M. Bach, Esq., and Penelope N. Bach, Esq., at Sulaiman Law Group, LTD., as counsel. AJAX INTEGRATED: Court Rules on Suits vs Vehifax, Signature ----------------------------------------------------------- Judge Margaret Cangilos-Ruiz of the United States Bankruptcy Court for the Northern District of New York has entered separate judgments in two adversary proceedings as follows: (1) In the adversary proceeding captioned Mary Lannon Fangio in her official capacity as trustee pursuant to 11 U.S.C. section 1104 of the bankruptcy estate of Ajax Integrated, LLC, Plaintiff, v. Vehifax Corporation, Defendant, Adv. Proc. No. 15-50001 (Bankr. N.D.N.Y.), summary judgment was granted in favor of the Trustee and all counterclaims dismissed. Judge Cangilos-Ruiz found that the Lease Agreement constitutes a secured transaction, with a reservation of rights as to Signature's claim that it holds a perfected, first-priority security interest in the Equipment and sale proceeds; (2) In the adversary proceeding captioned Mary Lannon Fangio in her official capacity as trustee pursuant to 11 U.S.C. section 1104 of the bankruptcy estate of Ajax Integrated, LLC, Plaintiff, v. Signature Financial, LLC, Defendant, Adv. Proc. No. 15-50005 (Bankr. N.D.N.Y.), partial summary judgment was granted in favor of the Trustee, Judge Cangilos-Ruiz found that the Lease Agreement constitutes a secured transaction and dismissed counterclaims 1, 3, and 4, with leave granted to the plaintiff to amend her pleadings to affirmatively plead a buyer in the ordinary course of business defense. The bankruptcy case is In re: Ajax Integrated, LLC, Chapter 11, Debtor, Case No. 14-30435 (Bankr. N.D.N.Y.). A full-text copy of Judge Cangilos-Ruiz's August 4, 2016 memorandum decision and order is available at https://is.gd/PIalBO from Leagle.com. Mary Lannon Fangio-Trustee is represented by: Edward Y. Crossmore, Esq. THE CROSSMORE LAW OFFICE 115 W Green St Ithaca, NY 14850-5419 Tel: (607)273-5787 Fax: (607)273-0291 Vehifax Corp., Vehifax Corp. are represented by: Marco B. Koshykar, Esq. NOLAN & HELLER, LLP 39 N. Pearl Street, 3rd Floor Albany, NY 12207 Tel: (518)449-3300 Fax: (518)432-3123 Email: mkoshykar@nolanandheller.com ALAN MISHKIN: Hearing on Disclosures Scheduled for Sept. 7 ---------------------------------------------------------- The Hon. Paul Sala of the U.S. Bankruptcy Court for the District of Arizona has set for Sept. 7, 2016, at 1:30 p.m. the hearing to consider the approval of the disclosure statement filed by the official committee of unsecured creditors appointed in Alan Mishkin's Chapter 11 case. The last day for filing with the Court objections to the Disclosure Statement is fixed at five business days prior to the hearing date set for approval of the Committee Disclosure Statement. As reported by the Troubled Company Reporter on Aug. 8, 2016, unsecured creditors will receive full payment of their claims under a restructuring plan proposed by the Committee. Under the plan, unsecured claims will be paid in full from the proceeds of the sale of Mr. Mishkin's membership interests in 10K, LLC and McWin, LLC. Unsecured creditors will receive cash payment within 30 days of the closing of the sale. Alan R. Mishkin filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 15-15440) on Dec. 7, 2015. ALBANY LLC: Unsecureds to Recoup 10% in 12 Months Under Plan ------------------------------------------------------------ Albany LLC filed with the U.S. Bankruptcy Court for the Northern District of Illinois an amended disclosure statement dated July 27, 2016, which describes the Debtor's Chapter 11 plan. Under the Plan, Class 3 General Unsecured Claims, which total $27,000, are impaired, and 10% of the allowed amount will be paid in full within 12 months of the Plan Effective Date. Class 3 consists of the claims are all of the other claims against the Debtor that are neither secured nor entitled to priority and the Debtor's schedules indicate a total $27,000 in non-insider claims for this class. This class will be paid 5% of allowed claim in equal quarterly installments over 5 years from the effective date. This class is impaired and entitled to vote. Administrative claims will be paid from the Debtor's cash on hand and future operations, secured classes will be paid from the Debtor's cash on hand and future earnings, priority classes will be paid from the funds on hand and in some cases from future earnings, and unsecured classes from the Debtor's future operations. In addition, the new value contribution may be used to fund Plan payments. The Disclosure Statement is available at: http://bankrupt.com/misc/ilnb16-02426-60.pdf The Plan was filed by: O. Allan Fridman, Esq. 555 Skokie Boulevard Suite 500 Northbrook, IL 60062 Tel: (847) 412-0788 E-mail: allan@fridlg.com About Albany LLC. Albany LLC was formed as an Illinois Limited Liability Company in 2001. In 2003 the Debtor acquired the property located at 1771 W. Greenleaf, Chicago, Illinois. The property consists of a two story mixed-use building with 5 first floor commercial spaces and 5 apartments on the second floor. The Debtor is a single member LLC and is managed by Don Schien. The Debtor filed a bankruptcy petition (Bankr. N.D. Ill. Case No. 16-02426) on Jan. 27, 2016. The case is assigned to Judge Carol A. Doyle. The Debtor is represented by O. Allan Fridman, Esq. At the time of the filing, the Debtor estimated its assets and liabilities at less than $1 million. ALGECO SCOTSMAN: S&P Lowers CCR to 'CCC+' on Merger Termination --------------------------------------------------------------- S&P Global Ratings said that it lowered its corporate credit rating on modular space provider Algeco Scotsman Global S.a.r.l. to 'CCC+' from 'B-'. At the same time, S&P lowered the senior secured debt rating to 'CCC+' from 'B-'; the recovery rating is unchanged at '4', indicating S&P's expectation of average (30%-50%; lower half of the range) recovery in the event of default. In addition, S&P lowered the senior unsecured debt rating to 'CCC-' from 'CCC'; the recovery rating is unchanged at '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of default. S&P also revised the CreditWatch status of the ratings to negative from developing. "The downgrade is based on the merger termination and our questions about the company's liquidity, which have caused us to re-assess its liquidity as less than sufficient. Algeco Scotsman's asset-based credit facility matures June 1, 2017. The company's revenues and cash flow have been under pressure due to weaker demand and foreign-currency translation losses, trends we expect to continue. As of March 31, 2016, the company had about $1.1 billion drawn (almost the full amount under its borrowing base) on its $1.355 billion asset-based facility. We also believe Algeco Scotsman's financial commitments are unsustainable in the long term due to its very high leverage. S&P will resolve the CreditWatch placement when it obtains more information about the potential refinancing of the company's asset based facility. If S&P believes the company is unable to refinance this facility, it could lower ratings further. ALLIED NEVADA: Court Dismisses Securities Suit ---------------------------------------------- In the case captioned IN RE ALLIED NEVADA GOLD CORP., SECURITIES LITIGATION, No. 3:14-CV-00175-LRH-WGC (D. Nev.), Judge Larry R. Hicks of the United States District Court for the District of Nevada granted the defendants' motion and dismissed the plaintiffs' complaint without prejudice. A full-text copy of Judge Hicks's August 8, 2016 order is available at https://is.gd/qcrUTE from Leagle.com. The case is a federal securities class action on behalf of investors who purchased stock in Allied Nevada Gold Corporation between January 18, 2013, and August 5, 2013. Movses Marjanian, Plaintiff, represented by Mario Alba, Jr. -- malba@rgrdlaw.com -- Robbins Geller Rudman & Dowd LLP, pro hac vice, Martin A. Muckleroy, Muckleroy Lunt, Samuel H. Rudman -- srudman@rgrdlaw.com -- Robbins Geller Rudman & Dowd LLP, pro hac vice & David C. OMara, The OMara Law Firm, P.C.. Jose Parraga, Jeanette Parraga, Plaintiff, represented by Matthew L. Sharp, Matthew L. Sharp, Ltd.. Janet Martinez, Plaintiff, represented by Andrew R. Muehlbauer, Muehlbauer Law Office, Ltd., pro hac vice, Griffith H. Hayes -- ghayes@cookseylaw.com -- Cooksey, Toolen, Gage, Duffy & Woog & Jeremy Alan Lieberman -- jalieberman@pomlaw.com -- Pomerantz LLP, pro hac vice. Jeff Croucier, Movant, represented by Erik D. Buzzard -- ebuzzard@palumbolawyers.com -- Palumbo Bergstrom LLP & Sean P. Connell -- sconnell@palumbolawyers.com -- Palumbo Bergstrom LLP. LBP Holdings Ltd., Movant, represented by Griffith H. Hayes, Cooksey, Toolen, Gage, Duffy & Woog, Jeremy Alan Lieberman, Pomerantz LLP, pro hac vice, Patrick V. Dahlstrom -- pdahlstrom@pomlaw.com -- Pomerantz Haudek Block Grossman & Gross LLP & Andrew R. Muehlbauer, Muehlbauer Law Office, Ltd., pro hac vice. Richard Heil, Movant, represented by Naumon A. Amjed -- namjed@ktmc.com -- Kessler Topaz Meltzer & Check, LLP, Ryan Thomas Degnan -- rdegnan@ktmc.com -- Kessler Topaz Meltzer & Check, LLP & Kirk B. Lenhard -- klenhard@bhfs.com -- Brownstein Hyatt Farber Schreck, LLP. State-Boston Retirement System, Movant, represented by Christopher Joseph Keller, Labaton Sucharow LLP, Michael W. stocker, Labaton Sucharow LLP & Kirk B. Lenhard, Brownstein Hyatt Farber Schreck, LLP. United Teamster Pension Fund-A, Sherman Olson, Susan Olson, Movants, represented by Brian O. O'Mara, Robbins Geller Rudman & Dowd LLP. Thomas Frost, Movant, represented by Lionel Z. Glancy, Glancy Prongay & Murray LLP, Michael M. Goldberg, Goldberg Law PC, pro hac vice & Patrick R. Leverty, Leverty & Associates Chtd. Beth Frost, Beth Thomas, Movants, represented by Patrick R. Leverty, Leverty & Associates Chtd. Allied Nevada Gold Corp., Defendant, represented by Brendan Peter Cullen, Sullivan & Cromwell LLP, pro hac vice, Laura K. Oswell, Sullivan & Cromwell, LLP, pro hac vice, Nathaniel Lyon Green, Sullivan & Cromwell, LLP, pro hac vice & Robert A. Sacks, Sullivan & Cromwell LLP., pro hac vice. Scott A Caldwell, Robert M Buchan, Randy E Buffington, Stephen M Jones, Defendants, represented by Anjali D. Webster, Gordon Silver, Brendan Peter Cullen, Sullivan & Cromwell LLP, pro hac vice, Brian R. Irvine, Dickinson Wright, Laura K. Oswell, Sullivan & Cromwell, LLP, pro hac vice, Nathaniel Lyon Green, Sullivan & Cromwell, LLP, pro hac vice,Robert A. Sacks, Sullivan & Cromwell LLP., pro hac vice & John Desmond, Dickinson Wright. Jeff Croucier, Defendant, represented by Erik D. Buzzard, Palumbo Bergstrom LLP & Sean P. Connell, Palumbo Bergstrom LLP. Andrey Slomnitsky, Consol Plaintiff, represented by Brian E. Lunt, Aaron & Paternoster, Ltd., Charles J. Piven, Brower Piven, pro hac vice, David A.P. Brower, Brower Piven & Martin A. Muckleroy, Muckleroy Lunt. About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV was spun off from Vista Gold Corp. in 2006 and began Operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The cases are jointly administered under Lead Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. BankruptcyData reported that Allied Nevada Gold's Amended Joint Chapter 11 Plan of Reorganization became effective and the Company emerged from Chapter 11 protection. The Court confirmed the Plan on Oct. 8, 2015. Highlights of the Plan include the following: As a result of the financial restructuring, the Company eliminated approximately $447.7 million of debt and related interest payments from its balance sheet. The Company closed two financings: a $126.7 million first lien term loan credit agreement and $95 million of second lien convertible notes. The credit agreement proceeds were used to repay the Company's outstanding loan obligations related to its revolving credit agreement and the amounts owed under the Company's diesel and cross-currency swap arrangements. ALPHA NATURAL: Has Court Authority to Reject Agreement with Organs ------------------------------------------------------------------ Judge Kevin R. Huennekens of the United States Bankruptcy Court for the Eastern District of Virginia concluded that Alpha Natural Resources, Inc., et al., can reject under Section 365 of the Bankruptcy Code the agreement between John and Eunice Organ and Ayrshire Collieries Corporation, a predecessor in interest to one of the Debtors. Judge Huennekens found that the rejection of the agreement is within the Debtors' sound business judgment because the agreement is not necessary to their ongoing restructuring efforts. The judge found that the Debtors no longer receive any benefits from the agreement, and the agreement imposes an undue burden on the Debtors' estate. A full-text copy of Judge Huennekens' August 11, 2016 memorandum opinion is available at http://bankrupt.com/misc/vaeb15-33896-3250.pdf In the case captioned IN RE: ALPHA NATURAL RESOURCES, INC., et al., Debtors, Case No. 15-33896-KRH (Bankr. E.D. Va.). About Alpha Natural Resources Headquartered in Bristol, Virginia, Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of August 2015, Alpha had 8,000 full time employees across many different states, with UMWA representing 1,000 of the employees. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petitions were signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the cases. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural Resources Inc. to serve on the official committee of unsecured creditors. Dennis F. Dunne, Esq., Evan R. Fleck, Esq., and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M. Terry, Jr., Esq. at Sands Anderson PC, represent the Committee. * * * Alpha Natural Resources, Inc. on March 8, 2016, disclosed that it has filed a proposed Chapter 11 Plan of Reorganization and a related Disclosure Statement with the United States Bankruptcy Court for the Eastern District of Virginia. Together with the motion seeking approval of a marketing process for Alpha's core operating assets, these filings provide for the sale of Alpha's assets, detail a path toward the resolution of all creditor claims, and anticipate the emergence of a streamlined and sustainable reorganized company able to satisfy its environmental obligations on an ongoing basis. By selling certain assets as a going concern and restructuring the company's remaining assets into a reorganized Alpha, the company is able to provide maximum recovery to its creditors, while preserving jobs and putting itself in the best position to meet its reclamation obligations. ALTOS HORNOS: Chapter 15 Case Summary ------------------------------------- Chapter 15 Debtor: Altos Hornos de Mexico, S.A.B. de C.V. Prolongacion Juarez s/n, Col. La Loma Monclova, CA 25770 Mexico Chapter 15 Case No.: 16-11890 Type of Business: Steel Producer Chapter 15 Petition Date: August 16, 2016 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Authorized Representative: Francisco Javier Gaxiola Fernandez Av. Tamaulipas No. 191 Col. Hipodromo Condesa C.P. Mexico, D.F. 06170 Judge: Hon. Kevin Gross Chapter 15 Debtor's Counsel: Erin R Fay, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL, LLP 1201 North Market Street PO Box 1347 Wilmington, DE 19801 Tel: 302-351-9668 Fax: 302-225-2561 E-mail: efay@mnat.com - and - Matthew Barry Lunn, Esq. YOUNG, CONAWAY, STARGATT & TAYLOR LLP 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 E-mail: bankfilings@ycst.com mlunn@ycst.com Estimated Assets: Not Indicated Estimated Debts: Not Indicated ALTOS HORNOS: Files Chapter 15 Bankruptcy Petition in Delaware -------------------------------------------------------------- Altos Hornos de Mexico S.A.B. de C.V. , one of Mexico's largest integrated steel producers, on Aug. 16 reported that its court approved foreign representative, Mr. Francisco Xavier Gaxiola Fernandez, has filed a petition on behalf of the Company seeking protection under chapter 15 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (the "U.S. Court"). The filing of AHMSA's chapter 15 petition follows the acceptance of the Company's general payment agreement (the "Restructuring Plan") by recognized creditors at its April 18, 2016 creditors meeting and the subsequent lifting of the Company's SP Proceeding approved by the Mexican Court through the Lifting Order issued on May 16, 2016. As the applicable appeals time period with respect to the Lifting Order in Mexico has expired without an appeal having been filed and without opposition of any of the creditors, the Lifting Order is now a final, non-appealable order. Under the chapter 15 process, the Company will have a centralized U.S. court process to address matters related to the administration of the approved Restructuring Plan and the enforcement of the Lifting Order in the U.S. In its petition for chapter 15 protection, AHMSA requests that the U.S. Court recognize the SP Proceeding as the foreign main proceeding and give full effect and force in the U.S. to the Lifting Order, facilitating the orderly implementation of the approved Restructuring Plan. AHMSA's chapter 15 petition also asks that the U.S. Court enjoin all parties from commencing or taking any action in the U.S. to obtain possession of, exercise control over, or assert claims against AHMSA or its assets in the U.S. in contravention of the Restructuring Plan or the Lifting Order. Securing chapter 15 protection will enhance AHMSA's ability to focus financial resources on fulfilling the Company's obligations to creditors—namely, the SP Payment Rights. Additionally, chapter 15 protection will enable AHMSA to progress as a viable and healthy business with the sound capital structure developed through the Restructuring Plan, building upon its competitive strengths as one of Mexico's largest integrated steel producers. This press release does not constitute an offer to sell, or a solicitation of an offer to purchase, the securities described herein, in any jurisdiction, to or from any person to whom it is unlawful to make such offer or solicitation of an offer in such jurisdiction. Note for Global Editors: About Chapter 15 Chapter 15 of the U.S. Bankruptcy Code facilitates cross-border insolvency proceedings by authorizing U.S. Bankruptcy Courts to assist a representative of a foreign court in its administration of a foreign insolvency proceeding in the U.S. At its core, chapter 15 provides a U.S. Bankruptcy Court with the authority to recognize and enforce judgments and orders of foreign bankruptcy courts. Generally, chapter 15 provides for the fair and efficient administration of cross-border insolvencies to protect the interests of relevant parties, including the debtor and creditors. About AHMSA Altos Hornos de Mexico S.A.B. de C.V., an integrated steel producer, has two steel plants located in Monclova, Coahuila, and operates its own iron and metallurgical coal mines. Its current nominal production capacity is more than 5 million tons of liquid steel per year, which is then transformed into diverse finished products. Additionally, AHMSA operates thermal coal mines in Mexico. It employs over 19,000 workers in steel plants, mines and services. ALTOS HORNOS: Seeks U.S. Recognition of Mexican Plan ---------------------------------------------------- Seventeen years after obtaining protection under Mexico's bankruptcy law, steel producer Altos Hornos de Mexico, S.A.B. de C.V. filed a Chapter 15 petition in the U.S. Bankruptcy Court for the District of Delaware on Aug. 16, 2016, seeking recognition in the United States of a debt repayment plan approved by a Mexican court. Amidst falling steel prices, on May 24, 1999, the Debtor filed for protection under Mexico's Bankruptcy and Suspension of Payments law in the First Civil Court of First Instance for the Judicial District of Monclova, Coahuila, Mexico. On May 25, 1999, the Mexican Court entered an order commencing the SP Proceeding, which granted a stay of creditor actions for the benefit of the Debtor, halted the accrual of interest on all outstanding unsecured debt, and converted all obligations denominated in a currency other than Mexican pesos into Mexican pesos. Three of the Debtor's affiliates also filed for protection under the SP Law, but they previously emerged from protection under the SP Law in 2006 and 2008, and will not be filing petitions for relief under Chapter 15 of the Bankruptcy Code. The Mexican Court entered an order on May 16, 2016, approving the Debtor's General Payment Agreement (the "Mexican Plan") and lifting the Debtor's suspension of payments. The Chapter 15 petition, signed by Foreign Representative Francisco Javier Gaxiola Fernandez, seeks to ensure, among other things, that the Mexican Plan and the Lifting Order's provisions are effective with respect to the Debtor's U.S. assets and creditors. Substantially all of the Debtor's operations in the United States are conducted through its wholly-owned subsidiary AHMSA International, Inc., a Delaware corporation. AHMSA International specializes in the distribution of flat rolled carbon steel, heavy structural shapes and plates used in various applications including fabrication, tubing, pipe, construction and OEM manufacturing industries. "Recognition of the Lifting Order and the Mexican Plan will ensure the fair and efficient administration of the SP Proceeding, which aims to protect all parties in interest and to require that all the Debtor's creditors be bound by the terms of the Mexican Plan, as approved by the Lifting Order," said Mr. Fernandez. "Without this relief, certain creditors may file actions in the United States against the Debtor seeking to obtain more than the treatment to which they are entitled under the terms of the Mexican Plan." Prior to the entry of the Lifting Order approving the Mexican Plan, Grupo Acerero del Norte, S.A. de C.V. ("GAN"), was the Debtor's majority parent, owning approximately 76.1% of the Debtor's outstanding common equity. GAN owns a conglomerate of companies operating in the segments of steel mills, chemical, mining and energy. GAN's operations include activities related to the manufacturing of basic raw materials derived from steel, hot rolled strips, structural shapes, light sections, cold rolled sheet, tinplate and tin free steel. GAN is a privately held company, incorporated under the laws of Mexico and its headquarters are based in Mexico City, Mexico. GAN is currently a debtor under the SP Law, petitioning for protection under the SP Law on May 18, 1999. GAN's pending proceeding under the SP Law is separate and distinct from the Debtor's SP Proceeding. Following the entry of the Lifting Order, the Debtor's corporate structure is now as follows: (a) creditors that made an Equity Election collectively own 26.4% of the Debtor's common equity, (b) GAN owns 57.8% of the Debtor's common equity (exclusive of common equity received by a subsidiary of GAN that made a valid Equity Election with respect to its claims against the Debtor), and (c) the Debtor's officers and directors and public stockholders hold the remaining 15.8%. Concurrently with the petition, Mr. Fernandez submitted a provisional relief motion with the Bankruptcy Court seeking an interim stay of execution against the Debtor's assets and applying Section 362 of the Bankruptcy Code to the Chapter 15 Case on an interim basis. Debt Structure Prior to the SP Commencement Date, pursuant to an Indenture dated as of May 6, 1997, the Debtor issued US$200 million of 11 3/8% Series A Senior Notes due April 30, 2002, and US$225 million of 11 7/8% Series B Senior Notes due April 30, 2004. Pursuant to an Indenture dated as of Dec. 16, 1996, the Debtor issued US$85 million of 5.5% Senior Discount Convertible Notes due 2001. Pursuant to a credit agreement dated as of April 11, 1997, the Debtor entered into a syndicated loan for US$330 million structured by Morgan Guaranty Trust Company of New York, which loan consisted of two tranches: (a) Tranche A in the amount of US$303 million due April 16, 2002, and (b) Tranche B in the amount of US$27 million due April 16, 2004. Pursuant to a credit agreement dated Oct. 17, 1996, the Debtor also obtained a loan from Banco Nacional de Mexico, S.A. for US$70 million due Aug. 11, 2000. Pursuant to a credit agreement dated as of Dec. 30, 1996, the Debtor obtained another loan from Bank of Tokyo Mitsubishi LTD for US$9 million due Oct. 30, 2001. Pursuant to a credit agreement dated as of July 22, 1997, the Debtor obtained an additional loan from Banco Nacional de Mexico, S.A. for US$50 million due Aug. 11, 2000. Pursuant to a credit agreement dated as of Sept. 8, 1997, the Debtor obtained a loan from Bank of America National Trust and Saving Association for US$125 million due July 8, 1999. Pursuant to a Credit Agreement dated Jan. 19, 1998, the Debtor obtained a loan from Banco Inverlat, S.A. for US$30 million, due Jan. 19, 2001. Pursuant to a Credit Agreement dated March 3, 1998, the Debtor obtained a loan from Banco Inverlat, S.A. for US$20 million, due March 3, 2001. Pursuant to a Long Term Trade Finance Facility, the Debtor obtained financing from West Merchant Bank Limited for US$37.5 million, due June 22, 2003. Pursuant to a Long Term Trade Finance Facility, the Debtor obtained financing from West Merchant Bank Limited for US$10 million, due Aug. 28, 2003. In addition, the Debtor owed approximately US$91 million to various trade vendors, among other debt. The Debtor had no secured debt. Following the entry of the Lifting Order, the general unsecured claims that have been recognized by the Mexican Court (Recognized Claims) were converted into the Mexican Peso equivalent amount of SP Three-Year Payments. In addition, eligible creditors were entitled to make an Equity Election to exchange 69.15% of their SP Three-Year Payments for a combination of cash and common shares in the reorganized Debtor. The net amount of the SP Three-Year Payments issued after giving effect to the Equity Elections is 8,845.7 million pesos. Terms of Approved Mexican Plan The Mexican Plan provides for the payment in full of all holders of Recognized Claims within three years of the Lifting Date. More specifically, pursuant to the Mexican Plan, the Debtor will be required to pay 8,845.7 million pesos on the third anniversary of the lifting of the SP Proceeding (without any interest), or May 16, 2019, which will be proportionally paid to all creditors holding a Recognized Claim. Pursuant to the Mexican Plan, all debts that accrued prior to the SP Commencement Date will be novated, and the only obligation of the Debtor to pay those debts will be to make the SP Three-Year Payments. In addition, creditors are not permitted to assign their SP Three-Year Payment Rights to third parties. The Mexican Plan also provides that holders of the Series A and Senior B Notes will be deemed to have a Recognized Claim equal to the original issue price of those notes, plus accrued original issue discount and accrued and unpaid interest to the SP Commencement Date, and holders of the Discount Notes will receive a recognized unsecured claim equal to the accreted value of such notes plus accrued original issue discount to the SP Commencement Date. Holders of the Notes will receive the same treatment as all holders of Recognized Claims. Such treatment of holders of the Notes is considered payment in full under the SP Law. Additionally, under the Mexican Plan, each eligible creditor was afforded the option to exchange 69.15% of its SP Three-Year Payment Rights received for (a) shares of the Debtor capital stock, with the number of Election Shares determined based on a formula based on the number of Equity Elections submitted, and (b) cash. The final exchange rate was that for each 1,000,000 pesos of SP Three-Year Payment Rights exchanged, the creditor received 15,303.85 Election Shares and US$2,735.55 in Election Cash. Pro rata payments were made for amounts less than 1,000,000 pesos, and share numbers were rounded to the nearest whole number of shares and Election Cash was rounded to the nearest cent. Pursuant to the terms of the Conditional Agreement, the Plan Supporters agreed to make the Equity Election in respect of SP Three-Year Payment Rights to be received for 5,613,518,400 pesos of their Recognized Claims. Creditors that chose to exercise the Equity Election also retained the remaining 30.85% of their SP Three-Year Payment Rights. About Altos Hornos Altos Hornos de Mexico, S.A.B. de C.V. is an integrated steel producer in Mexico and is engaged in the manufacture and distribution of steel and steam coal products. The Debtor's steel segment manufactures steel products through an integrated process, beginning primarily with internal sources of metallurgical coal and iron ore for use in steel production and ending with the distribution and sale of the Debtor's finished products. The Debtor produced approximately 4.46 million tons of liquid steel and 3.84 million tons of finished steel products in 2015. As of Dec. 31, 2015, the Debtor generated revenue of 41,100 million pesos and produced EBITDA of 218.97 million pesos. The Debtor had 20,435 employees as of Dec. 31, 2015. Morris, Nichols, Arsht & Tunnell, LLP and Young, Conaway, Stargatt & Taylor LLP serve as counsel to the Debtor. Judge Kevin Gross is assigned to the case. AMERICAN RESIDENTIAL: Moody's Rates Amended $50MM 2021 Loan 'B1' ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to American Residential Services, L.L.C.'s amended and extended $50 million first lien revolving credit facility expiring in 2021. At the same time, Moody's affirmed the company's B2 Corporate Family Rating, B2-PD Probability of Default Rating, and a B1 rating on its amended and upsized $250 million first lien term loan facility due 2021. The rating outlook is stable. In the proposed transaction, ARS is planning to amend and increase its first lien term loan facility to $250 million from $200 million and its second lien facility to $80 million from $60 million (not rated), as well as extend the maturity of its $50 million first lien revolving credit facility to 2021 from 2019. The proceeds from the incremental term loans will be used to fund a $70 million distribution to ARS' shareholders. The credit agreement amendments will include a financial covenant re-set to allow for additional flexibility given the increased leverage. The transaction demonstrates aggressive financial policies as reflected in the company's willingness to incur debt to fund a shareholder distribution. Pro forma for the add-on term loans Moody's-adjusted debt to EBITDA increases to approximately 5.4x (including acquisitions) from 4.7x at June 30, 2016. Moody's adjusted EBITA to interest coverage declines to approximately 1.9x from 2.1x. However, Moody's expects that over the next 12 to 18 months ARS will de-lever through earnings growth and sustain its adjusted debt to EBITDA comfortably below 5.0x, while continuing to grow organically and through acquisitions. The rating agency also expects the company to maintain a disciplined approach to acquisitions, which includes financing of many of these investments with internally generated cash flow. These rating actions were taken: Issuer: American Residential Services, L.L.C.: Proposed amended and extended $50 million first lien senior secured revolving credit facility expiring in 2021, assigned B1 (LGD3); Corporate Family Rating, affirmed at B2; Probability of Default Rating, affirmed at B2-PD; Proposed amended and upsized $250 million first lien senior secured term loan due 2021, affirmed at B1 (LGD3); The rating outlook is stable. The rating on the previous revolving credit facility expiring in 2019 will be withdrawn upon close of the transaction. RATINGS RATIONALE ARS's B2 Corporate Family Rating reflects the company's relatively high debt levels, intense competition in the fragmented HVAC and plumbing services industries, the seasonal nature of the company's businesses, exposure to variations in weather in its operating regions, and its acquisitive growth strategy. The rating also reflects more aggressive financial policies given the proposed shareholder distribution as well as the long-term risks associated with private equity ownership. While the company has a history of leveraged acquisitions, the rating reflects Moody's expectation that in the foreseeable future ARS will maintain a more disciplined approach to its acquisition activity, focusing on bolt-on purchases, and financing most of them through internally generated cash flow. Moody's expects the company to continue to successfully execute on its integration plans as well as realize organic revenue growth at steady operating margins. Additionally, Moody's expects ARS' ability to de-lever through earnings growth to contribute to adjusted debt to EBITDA declining comfortably below 5.0x over the next 12 to 18 months. The rating is supported by ARS' good market positions, moderate geographic diversity and good track record of acquiring and integrating strategic businesses and achieving organic growth at existing locations. The recurring revenue stream stemming from the non-discretionary repair and maintenance component of the company's services is another positive rating driver. ARS has a good liquidity position, supported by Moody's expectations of positive free cash flow generation, ample availability under the company's revolving credit facility, extended debt maturity profile and sufficient room under the amended net leverage covenant in the credit agreement. Liquidity is constrained by the seasonality of the company's operations and exposure to unpredictable weather conditions, which could result in cash flow volatility. The stable rating outlook reflects Moody's expectations that the company will grow organically and through acquisitions, while exercising a disciplined approach, using free cash flow to fund growth such that its adjusted debt to EBITDA declines and is sustained comfortably below 5.0x, and maintaining good liquidity. Ratings could be upgraded if the company generates organic revenue growth at increasing EBITA margins and strong free cash flow. To support a higher rating, ARS would need to sustain adjusted debt to EBITDA comfortably below 4.0x, and maintain conservative financial policies along with a good liquidity profile. Ratings could be downgraded if revenues and EBITA margins decline, if adjusted debt to EBITDA is sustained above 5.0x, or if the company experiences a weakening in its liquidity profile. Ratings could also be downgraded if the company accelerates its debt funded acquisition activities, or undertakes a significant shareholder return initiative. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. American Residential Services, L.L.C., headquartered in Memphis, Tennessee, is one of the largest providers of HVAC, plumbing, sewer, drain cleaning, and energy efficiency services in the United States. The company serves both residential and commercial customers through a network of 69 service center locations in 22 states. Charlesbank Equity Fund VII, Limited Partnership bought a majority of the equity interests in ARS in April 2014. In the LTM period ending June 30, 2016, ARS generated approximately $820 million in revenues. AMERICAN RESIDENTIAL: S&P Lowers CCR to 'B' on Increased Leverage ----------------------------------------------------------------- S&P Global Ratings said that it lowered its corporate credit rating on Memphis, Tenn.-based residential HVAC and plumbing services provider American Residential Services LLC to 'B' from 'B+'. The outlook is stable. S&P also lowered its issue-level rating on the company's first-lien revolving credit facility and term loan to 'B+' from 'BB-'. S&P's recovery rating remains unchanged at '2', indicating its expectation for substantial (70%-90%, at the lower end of the range) recovery in the event of payment default. The second-lien term loan is not rated. S&P estimates the company's adjusted debt was approximately $385 million as of July 31, 2016, which includes S&P's adjustments of approximately $50 million for operating leases, workers compensation, and purchase price payables. The downgrade reflects ARS' more aggressive financial policy as demonstrated by its debt financed dividend and S&P's expectation that the financial sponsor will opportunistically extract cash from the business such that debt-to-EBITDA levels will not remain below 5x. S&P expects the company to continue to grow organically on the heels of a hot summer. Moreover, S&P expects the company to continue to grow by making acquisitions. The company has completed three acquisitions thus far in 2016 and has a pipeline of opportunities for the next 12 months. S&P anticipates debt-to-EBITDA to decrease to around 5x by the end of 2016. S&P's rating on ARS reflect its highly leveraged capital structure, narrow focus in the U.S. air conditioning and plumbing market (which is susceptible to economic cycles and volatility in the construction market as well as weather conditions) and aggressive growth strategy. S&P has also factored into its ratings its view that repair services for air conditioning and plumbing is not as discretionary as other residential services and can withstand some level of economic stress. The company operates nationally with the ARS/Rescue Rooter brand as well as a portfolio of strong local brands. S&P considers the domestic HVAC and plumbing market to be highly fragmented, which S&P views as an opportunity for the company to increase market share both organically and through bolt-on acquisitions. Although the company generates good cash flow, S&P anticipates it will use the majority of internally generated cash for acquisitions. Therefore, S&P projects it will use very little cash to pay down debt, and that any additional distributions to shareholders or a material acquisition would require the company to raise additional debt. Other assumptions in S&P's forecast for fiscal 2016 include: -- S&P expects revenue to grow around 10% in 2016 and 2017, outpacing the U.S. real GDP growth rate of 2% in 2016 and 2.4% in 2017, as the company continues to look for bolt-on acquisitions in its HVAC business. S&P assumes the organic revenue in both the HVAC and plumbing segments grow at the rate of GDP. S&P is forecasting modest EBITDA margin improvement but that the margin will remain in the high- single digits in 2016 and beyond as the company integrates acquired businesses and consolidates some of the support functions. Cash flow from operations of about $50 million a year. -- Acquisitions of about $30 million a year. No further dividends or shareholder returns in the forecast in 2016 and 2017. Based on S&P's assumptions, it forecasts debt to EBITDA to be around 5x by the end of 2016, and low-double-digits funds from operations (FFO) to debt. This reflects a slight improvement from current levels, which include mid-5x debt to EBITDA. The stable outlook reflects S&P's expectations that ARS will continue to be acquisitive, with financial leverage from time to time above 5x. S&P expects EBITDA will increase from good expense management, integration capability, and sharing of best practices with acquired companies. S&P expects debt-to-EBITDA will be around 5x in the next 12 months. S&P would lower its ratings if the company's operational performance deteriorates such that financial leverage approaches 7x, which could occur if EBITDA declines by 30% at the current debt level, caused potentially by prolonged unfavorable weather trends (mild summers, for example) that would impact their HVAC business segment. S&P could also lower the ratings if the financial sponsor becomes more aggressive and seeks to add leverage to the company, which could occur if the company adds $140 million of debt at current EBITDA levels. An upgrade is unlikely given the company's financial sponsor ownership and its willingness to releverage the company above 5x. However, S&P could reassess the ratings if we believe the company will sustain debt-to-EBITDA below 5x. For this to occur S&P believes the company would need to substantially change its capital structure, which would likely be predicated by a change in ownership; for example, if the company were to have an initial public offering and use the proceeds to pay down debt such that leverage is sustained below 5x. S&P would also consider an upgrade if it sees material improvement in margins, possibly because of improved pricing while gaining market share. S&P would expect such improvements as a result of a transformative event. APRICUS BIOSCIENCES: Accumulated Deficit Raises Going Concern Doubt ------------------------------------------------------------------- Apricus Biosciences, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $3.34 million on $464,000 total revenue for the three-months ended June 30, 2016, compared to a net loss of $5.24 million on $462,000 of total revenue for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $5.84 million on $1.09 million of total revenue, compared to a net loss of $11.66 million on $937,000 of total revenue for the same period in the prior year. The Company's balance sheet at June 30, 2016, showed total assets of $6.17 million, total liabilities of $16.61 million and stockholders' deficit of $9.44 million. The Company had an accumulated deficit of approximately $314.7 million as of June 30, 2016 and reported a net loss of approximately $5.8 million and negative cash flows from operations for the six months ended June 30, 2016. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company has principally been financed through the sale of its common stock and other equity securities, debt financing and up-front payments received from commercial partners for the Company's products under development. As of June 30, 2016, the Company had cash and cash equivalents of approximately $2.7 million. A full-text copy of the Form 10-Q is available for free at: https://is.gd/XbHfsu About Apricus Biosciences Apricus Biosciences, Inc., is a Nevada corporation that was initially formed in 1987. The Company has operated in the pharmaceutical industry since 1995. The Company's current focus is on the development and commercialization of innovative products and product candidates in the areas of urology and rheumatology. The Company's proprietary drug delivery technology is a permeation enhancer called NexACT. Apricus reported a net loss of $19.02 million in 2015, a net loss of $21.8 million in 2014 and a net loss of $16.9 million in 2013. As of March 31, 2016, Apricus had $10.4 million in total assets, $17.3 million in total liabilities, and a total stockholders' deficit of $6.84 million. BDO USA, LLP, in La Jolla, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has negative working capital and has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. ARGO COMPANY: Hires Robinson & Tribe as Attorneys ------------------------------------------------- Argo Company, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Idaho to employ Robinson & Tribe as attorneys. The Debtor requires Robinson & Tribe to: a. assist Debtor in possession in preparing a Disclosure Statement and Chapter 11 Plan for Reorganization, b. assist in all other activities necessary to carry out its duties and responsibilities as Debtor in possession in a Chapter 11 bankruptcy, and c. provide legal counsel and representation in all matters pertaining to its Chapter 11 proceeding. Robinson & Tribe will be paid at these hourly rates: Brent T. Robinson $200.00 Michael P. Tribe $180.00 W. Reed Cotten $150.00 The Debtor has paid Robinson & Tribe a retainer fee of $15,000.00 for services rendered or to be rendered in this case. Of that amount $4,217.00 was applied to pre-petition fees and costs and fees and costs incurred in the preparation and filing of this case, and the balance of $10,783.00 is being held in trust with the understanding said sum will be applied to post-petition fees and costs in this case. Brent T. Robinson, senior partner in the law firm of Robinson & Tribe, assured the Court that the firm does not represent any interest adverse to the Debtor and its estates. Robinson & Tribe may be reached at: Brent T. Robinson, Esq. Robinson & Tribe 615 H Street PO Box 396 Rupert, ID 83350-0396 Telephone: (208)436-4717 Facsimile: (208)436-6804 E-mail: btr@idlawfirm.com About Argo Company, Inc. Argo Company, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Idaho Case No. 16-40705) on July 29, 2016. Brent T. Robinson, Esq. at Robinson & Tribe as bankruptcy counsel. ARS CAPITAL: Sale of Country Club Hills Property for $120K Okayed ----------------------------------------------------------------- Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the Northern District of Illinois authorized ARS Capital Investments, LLC, to sell real property commonly known as 4206 186th Place, Country Club Hills, Illinois, including the improvements thereon, and all personal property specified in the sale contract to Shequillia Echols for $120,000. The sale of the 186th Place Property is on an "as is, where is" basis, free and clear of any liens, claims, interests, assessments and encumbrances. The Debtor entered into that Contract with Shequillia Echols dated as of May 14, 2015. Shequillia Echols has paid an initial earnest money deposit in the amount of $1,000, which amount will be contributed toward buyer' obligation to pay the purchase price under the Contract. The balance of the purchase price, subject to pro-rations and adjustments as set forth in the Contract, will be paid in cash at closing via a mortgage and distributed (or caused to be distributed) as set forth in the Order. The Debtors are authorized to and will pay and/or satisfy at closing (and will cause any title company or other closing agent handling the closing of the transactions under the Contract to pay), from the Purchase Price, in order of priority, (i) closing costs; (ii) any other amounts owed pursuant to any pro-rations required by the Contract; (iii) any and all taxes and outstanding sewer and other utility liens running with the 186th Street Property as provided under the Contract;(iv) the balance of the mortgage lien; and (v)Real Estate Taxes. About ARS Capital Investments ARS Capital Investments, LLC, filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 15-15823) on May 4, 2015. The petition was signed by Anthony Scales, managing member. The Debtor is represented by Paul M. Bach, Esq., at Sulaiman Law Group, Ltd. The case is assigned to Judge Pamela S. Hollis. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. AZTEC OIL: Seeks Plan Exclusivity Extension Thru Dec. 13 -------------------------------------------------------- BankruptcyData.com reported that Aztec Oil & Gas filed with the U.S. Bankruptcy Court a motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof through and including Dec. 13, 2016 and Feb. 7, 2017, respectively. The motion explains, "the Debtors have been forced to divert substantial attention that would have otherwise been directed toward formulating and negotiating a plan of reorganization to other critical and timely matters, including (among other things) managing the accounting and financial software of the debtors which was unworkable, responding to numerous adversarial motions filed by certain parties-in-interest, stabilizing operations and addressing several pending litigation matters. Notwithstanding the substantial resources dedicated to stabilization of the Debtors, the Debtors have begun to seek and evaluate possible financial partners or FINRA obligations which would assist in the chapter 11 Reorganization. To that end, the Debtors plan to seek Court approval of the retention of either a financial professional, securities counsel and/or an investment advisor to facilitate the best possible recovery on estate assets. This Motion is not filed for purposes of delay but to allow the Debtors time to market the Debtors' assets, and/or seek an investor to assist in the reorganization and listing of the public parent company, and develop a plan. The extension requested is reasonable and realistic in view of the circumstances of this case, the nature of the Debtors' businesses and the need to afford the Debtors a reasonable opportunity to market their assets, settle litigation, negotiate with creditors, and propose a plan of reorganization." The Court scheduled a Sept. 12, 2016 hearing on the motion. About Aztec Oil Houston, Texas-based Aztec Oil & Gas, Inc. (Bankr. S.D. Tex. Case No. 16-31895) and affiliates Aztec Energy, LLC (Bankr. S.D. Tex. Case No. 16-31896), Aztec Operating Company (Bankr. S.D. Tex. Case No. 16-31897), Aztec Drilling & Operaring LLC (Bankr. S.D. Tex. Case No. 16-31898), Aztec VIIIB Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31899), Aztec VIIIC Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31900), Aztec XA Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31901), Aztec XB Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31902), Aztec XC Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31903), Aztec XI-A Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31904), Aztec XI-B Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31905), Aztec XI-C Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31907), Aztec XI-D Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31908), Aztec XII-A Oil & Gas LP(Bankr. S.D. Tex. Case No. 16-31909), Aztec XII-B Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31910), Aztec XII-C Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31911), Aztec Comanche A Oil & Gas LP (Bankr. S.D. Tex. Case No. 16-31912), and Aztec Comanche B Oil & Gas, LP (Bankr. S.D. Tex. Case No. 16-31913) filed separate Chapter 11 bankruptcy petitions on April 13, 2015. The petitions were signed by Jeremy Driver, president. Judge David R. Jones presides over Aztec Oil & Gas, Inc.'s case. Judge Marvin Isgur presides over the cases of Aztec Energy, LLC, and Aztec Operating Company. Kristin Nicole Rhame, Esq., at Christin, Smith & Jewell, LLP, serves as the Debtors' bankruptcy counsel. Aztec Oil & Gas, Inc., estimated assets between $100,000 and $500,000 and its liabilities between $500,000 and $1 million. Aztec Energy, LLC, and Aztec Operating Company each estimated their assets and liabilities at up to $50,000 each. BASIC ENERGY: S&P Lowers CCR to 'CC' on Deferred Coupon Payment --------------------------------------------------------------- S&P Global Ratings lowered its long-term corporate credit rating on TX-based oilfield services company Basic Energy Services Inc. to 'CC' from 'CCC-'. At the same time, S&P lowered the issue rating on Basic's senior secured term loan to 'CCC' from 'CCC+'. The recovery rating remains '1', indicating S&P's expectation of very high (90%-100%) recovery in the event of a payment default. S&P also lowered the issue ratings on Basic's senior unsecured notes to 'CC' from 'CCC-'. The recovery rating on this debt is '4', indicating S&P's expectation of average (30%-50%; lower end of range) recovery for creditors in the event of a payment default. "The downgrade follows Basic's announcement on Aug. 15, 2016, that it has decided to defer the coupon payment on its senior unsecured notes maturing 2019," said S&P Global Ratings credit analyst Christine Besset. "The payment due date was Aug. 15, 2016, and Basic is using the 30-day grace period provided in the notes' indenture because the company is in the process of restructuring its balance sheet," she added. S&P believes that the company is likely to announce a capital restructuring or make the payment within the 30-day grace period. The negative outlook on Basic Energy Services Inc. reflects S&P's view that the company will likely announce a distressed exchange within the next couple of months. S&P could consider raising the rating if it expects the company will be able and willing to pay all debt obligations in full and on time. BATI INVESTMENTS: Hires Sam V. Calvert PA as Counsel ---------------------------------------------------- Bati Investments LLC seeks authorization from the U.S. Bankruptcy Court for the District of Minnesota to employ Sam V. Calvert PA as counsel. The Debtor requires the Firm to: a. give legal advice with respect to the powers and duties of the Debtors in the continued operation of this business and the management of the property of this estate. b. take any necessary actions to avoid liens against the property of the estate or to set aside preferences which may qualify to be avoided or set aside under the bankruptcy code. c. take other necessary and required action which is deemed by such counsel as ordinary and necessary in such proceedings. d. provide representation in connection with any adversary proceedings filed in this Court by various creditors and/or any adversary proceedings required to be filed for the protection and preservation of property of this estate. e. prepare necessary applications, motions, answers, responses, orders, reports and other legal papers. f. perform any and all other legal services which may be necessary herein, including, but not limited to, drafting and filing a Plan or Plans of Reorganization. g. prosecute any and all appeals of any orders deemed necessary to the success of these reorganization proceedings. The Firm will be paid $220.00 per hour. The principal of the Debtor has paid the Firm $1,770.00 prior to filing bankruptcy. Sam V. Calvert assured the Court that the firm does not represent any interest adverse to the Debtor and its estates. The Frim may be reached at: Sam V. Calvert, Esq. Sam V. Calvert PA 1011 2nd St. N., Suite 107 St. Cloud, MN 56303 Tel: 320-252-4473 Fax: 320-229-2190 About Bati Investments Bat Investments LLC filed a Chapter 11 bankruptcy petition (Bankr. D.Minn. Case No. 16-32345) on July 28, 2016. Sam V. Calvert, Esq. at Sam V. Calvert PA as bankruptcy counsel. BH SUTTON: Hires LaMonica Herbst as Counsel ------------------------------------------- BH Sutton Mezz LLC and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Southern District of New York to employ LaMonica Herbst & Maniscalo, LLP as general counsel to Debtor. The Debtors require LaMonica Herbst to: a. Provide legal advice with respect to Sutton Owner NY's powers and duties as a debtor-in-possession in accordance with the provisions of the Bankruptcy Code in the continued operation of Sutton Owner NY's business and the management of its properties; b. Represent Sutton Owner NY in the pending adversary proceeding against, among others, the Lender; c. Prepare, on behalf of Sutton Owner NY, all necessary schedules, applications, motions, answers, orders, reports, additional adversary proceedings and other legal documents required by the Bankruptcy Code and Federal Rules of Bankruptcy Procedure; d. Assist Sutton Owner NY in the development and implementation of a plan of reorganization and related disclosure statement; and e. Perform all other legal services for Sutton Owner NY that may be necessary in connection with Sutton Owner NY's attempt to reorganize its affairs under the Bankruptcy Code. LaMonica Herbst will be paid at these hourly rates: Partners $595 Associates $415 Para-Professionals $175 LaMonica Herbst was paid the sum of $85,000.00, plus the Court's filing fee in the amount of $1,717, totaling $86,717. Joseph S. Maniscalco, member of the firm of LaMonica Herbst & Maniscalo, LLP, 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. LaMonica Herbst may be reached at: Joseph S. Maniscalco, Esq. LaMonica Herbst & Maniscalo, LLP 3305 Jerusalem Avenue Wantagh, NY 11793 Telephone: (516)826-6500 About BH Sutton Mezz LLC and   Sutton 58 Associates LLC   New York City-based BH Sutton Mezz LLC filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 16-10455) on Feb. 26, 2016. The petition was signed by Herman Carlinsky, president. The Hon. Sean H. Lane presides over the case. Joseph S. Maniscalco, Esq., at Lamonica Herbst & Maniscalco, LLP, represents BH Sutton in its restructuring effort. The Debtor estimated assets at $100 million to $500 million and debts at $10 million to $50 million.   Sutton 58 Owner LLC filed a separate Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-10834) on April 6, 2016. Sutton Owner estimated assets at $100 million to $500 million and debts at $100 million to $500 million. Sutton Owner's business consists of the ownership and operation of these real properties: (a) 428, 430 and 432 East 58th Street, New York, New York, 10022, including all air rights and inclusionary air rights related thereto; and (b) the cooperative apartments identified as 1R, 2D and 2N located at 504 Merrick Road, Lynbrook, New York 11583. Sutton Owner seeks to retain Joseph S. Maniscalco, Esq., and Jordan C. Pilevsky, Esq., at Lamonica Herbst & Maniscalco, LLP as its counsel.   Both cases are jointly administered. BIND THERAPEUTICS: Liquidation Plan & Disclosure Statement Filed ---------------------------------------------------------------- BankruptcyData.com reported that BIND Therapeutics filed with the U.S. Bankruptcy Court a Combined Disclosure Statement and Chapter 11 Plan of Liquidation, which notes, "The Debtors believe this Combined Plan and Disclosure Statement are beneficial to all of the Debtors' Creditors. The Debtors estimate Allowed General Unsecured Claims in Class 3 of approximately $5.2 million and, pursuant to this Combined Plan and Disclosure Statement, such Holders shall be paid in full should the Debtors' estimate of the amount of Allowed Class 3 Claims be correct. Because the majority of the Debtors' assets have already been liquidated to Cash pursuant to the Acquisition, the value of any Distributions to Holders of Equity Interests if the Debtors' Chapter 11 Cases were converted to cases under chapter 7 of the Bankruptcy Code would be less than the value of Distributions under this Combined Plan and Disclosure Statement." The Court scheduled a Sept. 21, 2016 hearing to consider the combined document, with objections due by Sept. 14, 2016. About BIND Therapeutics BIND Therapeutics is a biotechnology company developing novel targeted therapeutics, primarily for the treatment of cancer. BIND Therapeutics, Inc., aka BIND Biosciences, Inc., and BIND Biosciences Security Corporation filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11084 and 16-11085) on May 1, 2016. Peter M. Gilhuly, Esq., Kimberly A. Posin, Esq., and Adam E. Malatesta, Esq., at Latham & Watkins LLP, and John Henry Knight, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., serve as Chapter 11 counsel. The Debtors' financial advisor is Cowen and Company, LLC. Prime Clerk LLC serves as claims and noticing agent. In its petition, the Debtors estimated $10 million to $50 million in both assets and liabilities. The petitions were signed by Andrew Hircsh, president and chief executive officer. BIOSCRIP INC: S&P Affirms 'CCC+' CCR & Revises Outlook to Stable ---------------------------------------------------------------- S&P Global Ratings affirmed its 'CCC+' corporate credit rating on home infusion services provider BioScrip Inc. and revised the outlook to stable from negative. At the same time, S&P affirmed its 'B-' issue-level rating on the company's senior secured term loan. S&P's recovery rating on this debt remains '2', indicating its expectation for meaningful (50% to 70%; at the lower end of the range) recovery in the event of a payment default. S&P also affirmed its 'CCC-' issue-level on the company's senior unsecured notes. The recovery rating on the notes remains '6', reflecting S&P's expectation for negligible (0% to 10%) recovery on this debt in the event of default. "The outlook revision reflects higher confidence in the company's ability to meet our base case expectations and that it will be able to meet its debt obligations for at least the next 12 months," said credit analyst Elan Nat. "In 2015, the company experienced a significant adverse shift in its product mix toward lower-margin, higher-acuity therapies, as well as an increase in bad debt expense. BioScrip responded to these difficulties with several initiatives, including transitioning its non-core, infusion therapy business to alliance infusion providers and reducing its work force. These initiatives demonstrated some success with margin improvement and now stability over the past several quarters." The stable rating outlook reflects S&P's expectation that the BioScrip's liquidity position will support the company's debt obligations for at least the next year. The outlook also reflects the company's improving prospects to further stabilize its operating performance. S&P would likely lower the rating if adjusted EBITDA (including recurring "one-time" items) in 2016 falls to about $35 million as a result of delays in transitioning its non-core, infusion therapy business to alliance infusion providers, or if liquidity becomes constrained if the company again struggles with managing working capital. In this scenario, S&P could conclude that the company might not be able to meet its debt obligations within 12 months, possibly leading to a default. While unlikely over the near term, S&P could consider an upgrade if BioScrip materially outperforms S&P's expectations and generates at least $70 million of annual EBITDA. Should this occur, S&P would likely to view the company's capital structure as sustainable. In order for the company to reach this level, it would have to expand margins by about 200 basis points. S&P do not view this as a likely scenario over the near term. BOISE CASCADE: Moody's Assigns B1 Rating on New Sr. Unsec. Notes ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Boise Cascade Company's new senior unsecured notes offering. The net proceeds will be used to repurchase the company's $300 million 6.375% senior unsecured notes due 2020. The company's Ba3 corporate family rating, Ba3-PD probability of default rating and SGL-1 liquidity rating are unchanged. The new notes will rank behind the company's senior secured bank facilities (unrated) and will be rated one notch below the Ba3 corporate family rating, in accordance with Moody's loss-given-default methodology. The outlook is stable. "Boise Cascade's existing ratings are unchanged as the transaction is leverage neutral. We continue to expect the company to maintain Moody's adjusted leverage around 3.5 times as stronger wood products demand from higher US housing starts are offset by lower plywood prices," said Ed Sustar, Senior Vice President with Moody's. Assignments: Issuer: Boise Cascade Company Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5) RATINGS RATIONALE Boise Cascade's Ba3 corporate family rating reflects the company's strong liquidity and expectations that the company will be able to maintain good credit protection metrics with a slow recovery in the North American wood-based building products market. Moody's expects the company's leverage to be about 3.5x over the next 12-18 months, as stronger wood products demand from higher US housing starts are offset by lower plywood prices. Credit challenges include the company's concentration in the volatile wood-based building products market, along with the uncertain pace of the US housing recovery. Boise Cascade's SGL-1 liquidity rating reflects the company's strong liquidity position, supported by $96 million of cash (June 2016), availability of $319 million on a $370 million asset-based revolving credit facility (unrated; matures in April 2020) and Moody's projected cash generation of about $30 million over the next four quarters. Most of the company's fixed assets are unencumbered and Moody's expects the company will remain in compliance with its debt covenants. The stable outlook reflects S&P's expectation that Boise Cascade will continue to generate strong operating performance over the next 12-18 months. Stronger demand from improvements in the US housing market will be offset by lower plywood prices as supply increases exceed demand increases. This is tempered by Moody's uncertainty regarding pace of idled industry wood products capacity being restarted over the next several years. Boise Cascade's Ba3 corporate family rating might be upgraded if the company is able to sustain adjusted leverage below 3.5 times and interest coverage above 3.5 times. The rating might be downgraded with adjusted leverage above 4.5 times and interest coverage below 2.5 times for a sustained period of time, or a significant deterioration in liquidity. The principal methodology used in this rating was Global Paper and Forest Products Industry published in October 2013. Boise Cascade is a building products company headquartered in Boise, Idaho. Boise Cascade manufactures engineered wood products, plywood, lumber, and particleboard and distributes a broad line of building materials, including the wood products that it manufactures. BOISE CASCADE: S&P Assigns 'BB-' Rating on Proposed $300MM Notes ---------------------------------------------------------------- S&P Global Ratings said it assigned its 'BB-' issue-level rating to Boise, Idaho-based wood product manufacturer and distributor Boise Cascade Co.'s proposed $300 million senior unsecured notes. The recovery rating is '3', reflecting S&P's expectation of meaningful (50%-70%; at the lower half of the range) recovery in the event of default. The company will use proceeds from the proposed transaction to redeem $300 million of its existing senior unsecured notes due 2020. The transaction will allow the company to extend the tenor of its capital structure and reduce interest expense. S&P expects that the company will maintain leverage below 4x throughout 2016, which is in line with the rating. The 'BB-' rating reflects the company's weak business risk and aggressive financial risk profile. The 'BB-' corporate credit rating and stable outlook on Boise Cascade are unchanged. Ratings List Boise Cascade Co. Corporate Credit Rating BB-/Stable/-- New Rating Boise Cascade Co. Senior Unsecured $300 mil sr notes due 2024 BB- Recovery Rating 3L BREITBURN ENERGY: Creditors' Panel Hires Porter as Special Counsel ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Breitburn Energy Partners LP, et al., seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Porter Hedges LLP as special counsel for the Committee, nunc pro tunc to July 15, 2016. The Committee selected Porter Hedges to serve as its special counsel based upon Porter Hedges' expertise in chapter 11 cases and Porter Hedges' demonstrated expertise in lien review and analysis and with Texas and Oklahoma law and oil and gas law issues. The Committee requires Porter Hedges to: a. Investigate and analyze the existence, extent, validity, enforceability, and priority of liens asserted against the Debtors' oil and gas assets, assess and categorize any deficiencies and participate as necessary in any action or proceeding related to such investigation; b. Engage, retain and coordinate with BB Genesis Land & Mineral Resources, L.P., D/B.A Genesis Land & Mineral Resources or such other landman firm to review the public records in respect of reviewed leases to confirm and verify accuracy of recording information against the public records and to conduct lien searches (such landman firm review to cost approximately $50,000 based on available information as of the date hereof); c. To the extent requested by the Committee, analyze any other Texas law, Oklahoma law and/or oil and gas law issues related these chapter 11 cases, and, as necessary, coordinate with local counsel and direct and coordinate all legal analysis efforts in other jurisdictions; d. To the extent requested by the Committee, participate in any related investigation of the Debtors and/or the Debtors' secured lenders; and e. Take all actions, including attending meetings, attending and participating in hearings, reviewing pleadings, preparing or filing pleadings and/or submitting reports that are related to items (a)-(d), and review, analyze and respond to pleadings or reports filed by other parties. Porter Hedges will be paid at these hourly rates: John F. Higgins, Partner $675 Eric M. English, Partner $460 Anders T.C. Gibson, Partner $450 Matthew D. Lea, Associate $450 Jessica A. Gonzalez, Associate $290 Kim D. Steverson, Paralegal $210 Janice M. Thomas, Paralegal $215 Porter Hedges will also be reimbursed for reasonable out-of-pocket expenses incurred. John F. Higgins, partner of the law firm of Porter Hedges LLP, 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 following is provided in response to the request for additional information set forth in D1 of the U.S. Trustee's Appendix B Guidelines: -- Porter Hedges did not represent the Committee or any members thereof in the 12 months prepetition. -- Porter Hedges is in the process of developing a prospective budget and staffing plan for the Committee's review and approval. Further, Porter Hedges understands that the Committee, along with the Debtors and the United States Trustee, will maintain active oversight of Porter Hedges' billing practices. Porter Hedges may be reached at: John F. Higgins Eric M. English Porter Hedges LLP 1000 Main Street, 36th Floor Houston, TX 77002 Telephone: (713)226-6000 Facsimile: (713)228-1331 E-mail: jhiggins@porterhedges.com eenglish@porterhedges.com About Breitburn Energy Breitburn Energy Partners LP and 21 of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) 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.Â The Debtors conduct their operations through Breitburn Parent's wholly-owned subsidiary, Breitburn Operating LP, and BOLP's general partner, Breitburn Operating GP LLC. 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. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as their conflicts counsel. The cases are pending before the Honorable Stuart M. Bernstein. The U.S. trustee for Region 2 appointed three creditors of Breitburn Energy Partners LP and its affiliates to serve on the official committee of unsecured creditors. The committee retained Milbank, Tweed, Hadley & McCloy LLP as its legal counsel. BURGI CORP: Hires Goodrich & Reely as Counsel --------------------------------------------- Burgi Corporation seeks authorization from the U.S. Bankruptcy Court for the District of Montana to employ Goodrich & Reely, PLLC, as counsel for the Debtor. The professional services Goodrich & Reely will render include general counseling and representation before the Bankruptcy Court in connection with the Chapter 11 case and any associated matters before the Court. Goodrich & Reely will be paid at these hourly rates: Malcolm H. Goodrich $325 Maggie W. Stein $270 Goodrich & Reely has been paid $5,000 prior to the filing of the bankruptcy case. Goodrich & Reely will also be reimbursed for reasonable out-of-pocket expenses incurred. Malcolm H. Goodrich of the law firm of Goodrich & Reely PLLC, 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 Debtor and its estates. Goodrich & Reely may be reached at: Malcolm H. Goodrich, Esq. Maggie W. Stein, Esq. Goodrich & Reely PLLC 2812 First Ave. North, Suite 301 PO Box 1899 Billing, MT 59103-1899 Tel: (406)256-3663 Fax: (406)256-3660 E-mail: malcolm@goodrichreely.com maggie@goodrichreely.com About Burgi Corporation   Burgi Corporation, based in Columbia Falls, MT, filed a Chapter 11 petition (Bankr. D. Mont. Case No. 16-60771) on July 28, 2016. The Hon. Ralph B. Kirscher presides over the case. Maggie W Stein, Esq., at Goodrich & Reely, PLLC, as bankruptcy counsel.   In its petition, the Debtor estimated $532,282 in assets and $1.08 million in liabilities. The petition was signed by Robert Burgi, president. BURGI ENGINEERS: Hires Junkermier Clark as Accountants ------------------------------------------------------ Burgi Engineers, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Montana to employ Junkermier, Clark, Campanella, Stevens, PC of Whitefish, Montana as accountants to assist in tax and accounting needs of the Debtor. The Debtor requires Junkermier Clark to prepare monthly reports, financial statements, tax returns, professional advisory, tax planning and payroll related services on behalf of the Debtor. Junkermier Clark will be paid at these hourly rates: Gregory Peck, CPA $245 Sally Brown, CPA $245 Kris Fuehrer, CPA $245 Teresa Moser, CPA $185 Randy Nelson (tax rate) $125 Randy Nelson (MIA) $85 Erin Vukelich (tax rate) $125 Erin Vukelich (MIA) $105 Simone Luttrell (EA) $195 Jake Carter, CPA $160 Jake Carter (accounting rate) $90 Junkermier Clark will also be reimbursed for reasonable out-of-pocket expenses incurred. Gregory Peck, branch manager of the Flathead Branch of Junkermier Clark, 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. Junkermier Clark can be reached at: Gregory Peck JUNKERMIER, CLARK, CAMPANELLA, STEVENS, PC Flathead Branch 307 Spokane Ave P.O. Box 1398 Whitefish, MT 59937 Tel: (406)862-2597 Fax: (406)862-5947 About Burgi Corporation Burgi Corporation, based in Columbia Falls, MT, filed a Chapter 11 petition (Bankr. D. Mont. Case No. 16-60771) on July 28, 2016. The Hon. Ralph B. Kirscher presides over the case. Maggie W Stein, Esq., at Goodrich & Reely, PLLC, as bankruptcy counsel. In its petition, the Debtor estimated $532,282 in assets and $1.08 million in liabilities. The petition was signed by Robert Burgi, president. BURGI ENGINEERS: Hires Rocky Mountain Law as Special Counsel ------------------------------------------------------------ Burgi Engineers, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Montana to employ Rocky Mountain Law Partners, PLLP as special counsel. The professional services Rocky Mountain Law Partners will render include counseling and local representation with regard to the Settlement Agreement with Reuland Electric Co. Rocky Mountain Law will be paid at these hourly rates: Bruce A. Fredrickson, Attorney $325 Ashley Dilts, Paralegal $270 Goodrich & Reely will also be reimbursed for reasonable out-of-pocket expenses incurred. Bruce A. Fredrickson of Rocky Mountain Law Partners, PLLP, 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 Debtor and its estates. Rocky Mountain Law may be reached at: Bruce A. Fredrickson, Esq. Rocky Mountain Law Partners, PLLP 1830 3rd Ave. East, Suite 301 PO Box 1758 Kalispell, MT 59903 Tel: (406)314-6011 Fax: (406)314-6012 About Burgi Corporation   Burgi Corporation, based in Columbia Falls, MT, filed a Chapter 11 petition (Bankr. D. Mont. Case No. 16-60771) on July 28, 2016. The Hon. Ralph B. Kirscher presides over the case. Maggie W Stein, Esq., at Goodrich & Reely, PLLC, as bankruptcy counsel.   In its petition, the Debtor estimated $532,282 in assets and $1.08 million in liabilities. The petition was signed by Robert Burgi, president. CADIZ INC: Substantial Doubt Looms Over Uncertainty to Raise Funds ------------------------------------------------------------------ Cadiz Inc. filed with the Securities and Exchange Commission its Form 10-Q report for the quarterly period ended June 30, 2016. Cadiz listed $14.40 million net loss and comprehensive loss applicable to common stock on $108,000 of revenues for the three months ended June 30, 2016, as compared to a net loss and comprehensive loss applicable to common stock of $1.92 million on $38,000 of revenues reported for the same period a year ago. Cadiz had total assets of $58.12 million, total liabilities of $124.83 million and stockholders' deficit of $66.71 million at June 30, 2016. The Company incurred losses of $14.4 million for the six months ended June 30, 2016. The Company had working capital of $4.7 million at June 30, 2016, and used cash in operations of $4.8 million for the six months ended June 30, 2016. Cash requirements during the six months ended June 30, 2016, primarily reflect certain administrative and litigation costs related to the Company's water project development efforts. Currently, the Company's sole focus is the development of its land and water assets. The Company is required to pay 50% of all future quarterly interest payments in cash on the Senior Secured Debt, rather than in accretion to principal, beginning with the quarterly interest payment due June 5, 2016. No other payments are due on the Senior Secured Debt or convertible notes prior to their maturities. Limitations on the Company's liquidity and ability to raise capital may adversely affect it. Sufficient liquidity is critical to meet its resource development activities. After consideration of the Convertible Note Financing in April 2016, the Company currently expects its sources of capital to be sufficient to meet its liquidity needs through February 2017. To meet its cash needs beyond February 2017, the Company plans to increase liquidity through a variety of means, including equity or debt placements, through the lease, sale or other disposition of assets or reductions in operating costs. While the Company expects to continue to raise working capital consistent with its past practices, there can be no assurance that the Company will be able to raise sufficient funds in the capital markets or through the sale or disposition of assets which raises substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/7WoKgO Cadiz Inc. (NASDAQ: CDZI) is a land and water resource development company with 45,000 acres of land in San Bernardino County, California. The Los Angeles-based Company's properties are suitable for different uses, including large-scale agricultural development, groundwater storage, and water supply projects. CARMEN VARA: Unsecureds to Be Paid $10,000 in Five Years -------------------------------------------------------- Carmen Vara filed with the U.S. Bankruptcy Court for the Southern District of Florida a disclosure statement in support of her Chapter 11 plan of reorganization dated July 27, 2016. Under the Plan, Class 5 General Unsecured Claims, which total $175,765.59, will be paid a total of $10,000 in five years, with quarterly payments at $500. Based upon the distribution amount of $10,000, allowed unsecured claimants will receive a distribution of approximately 5.69%. This distribution is higher than what allowed general unsecured claimants would receive in a hypothetical Chapter 7. The Class 5 creditors will share pro rata in a total distribution of $10,000, which will be paid over 5 years from the first day of the month following the Effective Date, in 20 quarterly payments totaling $500 per payment, with the first payment due on the first day of the month following the Effective Date of the Plan, and continuing on the first day of every quarter. Any allowed unsecured general claimant and allowed undersecured claimant scheduled to receive a total distribution of $250 or less will be paid in a lump sum on the first day of the month following the Effective Date. The funds to make the initial payments will come from the Debtor in Possession's bank account. Funds to be used to make cash payments pursuant to the Plan will derive from Debtor's income from Debtor's employment and investment properties. To the extent that the Debtor wishes to prepay any amounts due under the Plan from exempt assets or other third party sources, the Debtor reserves the right to do so without penalty and to seek the entry of a final decree closing this case. The Debtor, as reorganized, will retain and will be revested in all property of the estate, excepting property which is to be sold or otherwise disposed of as provided herein, executory contracts which are rejected pursuant to the Plan and property transferred to creditors of the Debtor pursuant to the expressed terms hereof. The retained property will be used by the Debtor in the ordinary course of Debtor's personal affairs. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/flsb15-14888-105.pdf The Plan was filed by the Debtor's counsel: Chad T. Van Horn, Esq. Van Horn Law Group, P.A. 330 N. Andrews Avenue, Suite 450 Fort Lauderdale, FL 33301 Tel: (954) 765-3166 Fax: (954) 756-7103 E-mail: Chad@cvhlawgroup.com Carmen Vara filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 15-14888) on March 17, 2015. CASTLE PINES: Hires Smith Gilliam as Counsel -------------------------------------------- Castle Pines Group, LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Brad J. Patten, Keith J. Whitaker, and the law firm of Smith, Gilliam, Williams & Miles, P.A., as counsel. The Debtor requires Smith Gilliam to: (a) give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of property; (b) prepare on behalf of Debtor-in-Possession of the necessary applications, answers, orders, reports and other legal papers; and (c) all other legal services for Debtor-in-Possession which may be necessary for the efficient administration of the above-referenced case. Smith Gilliam will be paid at these hourly rates: Brad J. Patten $290 Keith J. Whitaker $265 Associates $225 Paralegals $95 Smith Gilliam will also be reimbursed for reasonable out-of-pocket expenses incurred. Entities or Persons other than Debtor have paid to Smith Gilliam the sum of $6,717 as a retainer in this case. Brad J. Patten, an attorney of Smith Gilliam, 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. Smith Gilliam can be reached at: Brad J. Patten, Esq. SMITH, GILLIAM, WILLIAMS & MILES, P.A. P.O. Box 1098 Gainesville, GA 30503 Tel: (770) 536-3381 E-mail: bpatten@sgwmfirm.com About Castle Pines Group Castle Pines Group, LLC, based in Clarkesville, Ga., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 16-21508) on August 1, 2016. Bradley J. Patten, Esq., at Smith, Gilliam, Williams and Miles, P.A. as bankruptcy counsel. In its petition, the Debtor indicated $1.7 million in total assets and $1.65 million in total liabilities. The petition was signed by Vernon Mintz, managing member. CHAU DO PAPATHEODOROU: Selling Palo Alto Property for $2.73M ------------------------------------------------------------ Chau Do Papatheodorou asks the U.S. Bankruptcy Court for the Northern District of California to authorize the sale of her real property located at 2317 St. Francis Drive, Palo Alto, California, to Sanjay Khare and Taruna Arora for $2,725,000, subject to overbid. A hearing on the Motion is set for Sept. 7, 2016 at 2:00 p.m. the bid deadline is on Sept. 20, 2016. The Debtor entered into a listing agreement dated March 10, 2016 for the marketing of the Real Property with Pacific Union International Real Estate, Inc., which was approved by order of the Court entered on March 30, 2016. The terms of the listing agreement provide that the Real Property would be listed with an initial sales price of $3,800,000 and that Pacific Union's commission for the sale of the Real Property would be 5%. By listing the Real Property through the multiple listing service ("MLS"), Pacific Union agreed to pay compensation to cooperating brokers representing a buyer in any consummated transaction of 2.5% of the sales price. The order appointing Pacific Union provides that all compensation to be paid to Pacific Union is subject to review pursuant to 11 U.S.C. Section 330, which request may be included as part of a motion to approve the sale of the Real Property. Approved compensation will be paid through the escrow from the sale of the Real Property. Through the course of marketing the Real Property in consultation with the brokers at Pacific Union, the Debtor determined that a reduction in the listing price on the MLS was required when the Real Property failed to attract potential purchasers at the original listing price. The listing price was therefore reduced to $3,488,000 in early May 2016. The list price was further dropped to $3,250,000 on June 2, 2016. Only after the list price was reduced further on the MLS to $2,998,180 on July 11, 2016 did sales activity begin to be generated on the Real Property. On Aug. 4, 2016, the Debtor entered into Real Estate Purchase Contract to Buyers, which persons who are unrelated to the Debtor and are not otherwise insiders of the Debtor, for the sum of $2,725,000. A copy of the Purchase Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Chau_Papatheodorou_400_Sales.pdf Buyers deposited a check in the amount of $100,000 to Fidelity National Title Co. as required under the Purchase Contract. The sale of the Real Property pursuant to the Purchase Contract is "as is" with no representations or warranties. The Purchase Contract includes a loan financing contingency which expires 10 days from acceptance, i.e. on Aug. 14, 2016. It provides in the fifth counter-offer that escrow will close on Sept. 20, 2016. Court approval is required not later than Sept. 13, 2016. Liens that exist on the Real Property are (1) HSBC, who is the current assignee of the first deed of trust and holds the Class 1A Claim under the confirmed Plan, and (2) an abstract of judgment by Hermosa and Romeo Tan. The terms of the Purchase Contract and escrow provide for HSBC will be paid in full through escrow from the sales proceeds. Because the Tan lien is in bona fide dispute and is the subject of the pending Adversary Proceeding, the Debtor may sell free and clear of said lien pursuant to 11 U.S.C. Section 363(f)(4). Other customary pro-rations of real property taxes are also required to be paid under the Purchase Contract, as well as customary title and escrow fees. The terms of the Plan require that the Debtor make deposits from escrow to the Internal Revenue Service ("IRS") and the California Franchise Tax Board from the sale proceeds for payment of anticipated capital gains taxes that will result from the sale of the Real Property. After consulting with the appointed CPAs, Bean Hunt & Harris, the Debtor has been advised to make deposits in the amount of $74,900 to the IRS and $34,830 to the Franchise Tax Board in anticipation of the administrative income tax obligations that the Bankruptcy Estate will incur as a result of the sale of the Real Property. These tax deposits along with other escrow disbursements are reflected in the Estimated Seller's Statement prepared by Fidelity National Title Co. Estimated Seller's Statements also reflects the payment of the HSBC first deed of trust, commissions to Pacific Union and Keller Williams Realty, pro-rations, fees, costs, and the tax deposits required by the Plan that will be paid from escrow. The net funds from escrow will thereafter be remitted to the Debtor to be deposited into the debtor-in-possession bank account. The Debtor will use those net funds (with the assistance of her court approved professionals) to make the required disbursements pursuant to the Plan to pay (i) her allowed homestead exemption in the amount of $75,000, (ii) Class 2 Allowed Unsecured Claims, (iii) reserves for administrative claims of professionals to be paid upon approval by the Court, (iv) post-confirmation quarterly U.S. Trustee's fees, and, (v) any other administrative expenses required under the Plan. About Chau Do Papatheodorou Chau Do Papatheodorou sought the Chapter 11 protection (Bankr. N.D. Cal. Case No. 10-51074) on Feb. 3, 2010. W. Austin Cooper, Esq., at the Law Offices W. Austin Cooper, serves as the Debtor's counsel. According to the schedules, the Company has assets of $2,430,687, and total debt of $2,074,453. CHESAPEAKE ENERGY: Moody's Rates $1BB 1st-Lien Term Loan Caa1 ------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to Chesapeake Energy Corporation's proposed $1 billion first lien last out term loan. Moody's downgraded Chesapeake's existing second lien secured notes rating to Caa2 from Caa1 and affirmed its Caa2 Corporate Family Rating (CFR) and Caa3 senior unsecured notes rating. The Speculative Grade Liquidity Rating was raised to SGL-3 from SGL-4 and the rating outlook was changed to positive from negative. Proceeds from the term loan will be used to retire senior unsecured and convertible notes pursuant to two simultaneously announced tender offers. "The term loan issuance enables Chesapeake to refinance a meaningful portion of its 2017 and 2018 maturities, improving its liquidity position," commented Pete Speer, Moody's Senior Vice President. "The company has concluded meaningful asset sales to date and has prospects for more asset sales that could lead to additional debt reduction and enhanced capacity to fund sustaining levels of capital expenditures." Assignments: Issuer: Chesapeake Energy Corporation Senior Secured Bank Credit Facility, Assigned Caa1- LGD3 Downgrades: Issuer: Chesapeake Energy Corporation Senior Secured Downgraded to Caa2- LGD4 from Caa1- LGD3 Upgrades: Issuer: Chesapeake Energy Corporation Speculative Grade Liquidity Rating, Upgraded to SGL-3 from SGL-4 Outlook Actions: Issuer: Chesapeake Energy Corporation Outlook, Changed To Positive From Negative Affirmations: Issuer: Chesapeake Energy Corporation Probability of Default Rating, Affirmed Caa2-PD Corporate Family Rating, Affirmed Caa2 Senior Unsecured Affirmed Caa3- LGD5 RATINGS RATIONALE The Caa1 rating assigned to the new first lien last out term loan reflects its relative seniority in the capital structure. The term loan will have a senior secured first lien claim to Chesapeake's assets, giving it a priority claim over the company's second lien secured notes and senior unsecured notes outstanding. The term loan will share the same first lien claim to the collateral package supporting the $4 billion senior secured revolving credit facility; however, the revolver will have a priority right of payment from the collateral over the term loan, as signified in its last out position. The second lien secured notes rating was downgraded to Caa2 from Caa1 because of the increase in first lien debt and decrease in senior unsecured notes that will occur through the tender offer. The senior unsecured notes ratings were affirmed at Caa3, or one notch beneath the Caa2 CFR, in accordance with Moody's Loss Given Default Methodology. The change in the rating outlook from negative to positive reflects the company's better than expected execution on assets sales to date, the benefits of the pending Barnett Shale divestiture and related gathering contract termination with Williams Partners (Baa3 negative), the improvement in its liquidity profile as signified by the increase in its SGL rating to SGL-3, and line of sight for more asset sales to fund further deleveraging. If Chesapeake can complete additional asset sales, further reduce debt and improve its cash flow then the ratings could be upgraded. Cash flow coverage of interest sustained above 1.5x could support a ratings upgrade. On the contrary, if Chesapeake's asset sales momentum were to decelerate and its liquidity deteriorate more rapidly than expected in advance of its upcoming debt maturities then the ratings could be downgraded. Chesapeake's Caa2 CFR incorporates its weak cash flow generation capacity at Moody's commodity price estimates relative to its still high debt levels resulting in an unsustainable capital structure. Greatly reduced capital spending has led to declining production and proved reserve volumes. Even with the increase in natural gas prices since the first quarter of this year, the company is challenged to generate adequate returns on capital investment and sufficient cash flow to fund sustaining levels of capital investment. The SGL-3 rating is based on Moody's expectation that Chesapeake will maintain adequate liquidity through the end of 2017, primarily because of its committed revolving credit facility. At June 30, 2016, the company had about $3.1 billion of borrowing capacity available under its revolving credit facility. The borrowing base for the credit facility will not be subject to redetermination review until June 15, 2017 and the company has received covenant relief through June 30, 2017, with gradual step ups in the covenants thereafter. This should provide adequate headroom for covenant compliance through the end of 2017. At June 30, 2016, Chesapeake had $1.4 billion of debt that matures or can be put to the company in 2017, and $846 million that matures or can be put in 2018. The proceeds of the term loan will be used to fund two simultaneously announced tender offers for senior notes and convertible notes. One tender offer is for the $730 million and $315 million of convertible senior notes that can be put to Chesapeake in 2017 and 2018, respectively. The second tender offer applies to senior notes maturing between 2017 and 2023, excluding the second lien secured notes due 2022. Both tenders provide for an aggregate repurchase cap of $500 million with priority given to 2017 and 2018 maturities. Based on an expectation that a meaningful amount of 2017 and 2018 debt maturities will be refinanced to 2021 through the term loan issuance, Moody's expects that Chesapeake will maintain adequate borrowing capacity on its revolver to fund the remaining 2017 debt maturities and anticipated negative free cash flow through the end of 2017. Despite continued reductions in capital spending, Moody's forecasts continued negative free cash flow based on our commodity price estimates. Completion of further asset sales in line with the company's revised targets for this year will provide further cushion for maintaining adequate liquidity, including the revolver covenant requirement that Chesapeake maintain minimum liquidity of $500 million (cash and cash equivalents and available revolver borrowing capacity). The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Chesapeake Energy Corporation is headquartered in Oklahoma City, Oklahoma and is one of the largest independent exploration and production companies in North America. CHESAPEAKE ENERGY: S&P Lowers CCR to 'CC', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Oklahoma City-based oil and gas exploration and production company Chesapeake Energy Corp. to 'CC' from 'CCC'. The outlook is negative. The senior secured first-lien rating remains 'B-', with a recovery of '1' and the second-lien rating remains 'CCC+', with a recovery rating of '2'. The senior unsecured and related recovery ratings and preferred stock ratings are unchanged. S&P assigned a 'B-' rating to the company's proposed $1 billion first-lien second-out term loan. The recovery rating is '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. The ratings on the first-lien and second-lien debt reflect S&P's current expectation that it will return the corporate rating to 'CCC' after the completion of the transaction. The outlook is negative. "Once the transaction has closed, we will lower the corporate credit rating to 'SD' and the rating on the 2020 and 2023 senior unsecured notes to 'D', said S&P Global Ratings credit analyst Paul Harvey. "This reflects our expectation that the 2020 and 2023 notes will participate in the tender," he added. Chesapeake Energy has announced two separate $500 million cash tender offers to holders of its senior unsecured notes and a second tender for its convertible notes. S&P views the tender for the 2020 and 2023 notes as distressed because participating note holders will receive significantly less than par value as part of the tender. S&P's analysis assumes the participation of the 2020 and 2023 notes. S&P notes that, with the exception of the euro-notes, the other senior unsecured securities have already been subject to a distressed transaction and are not affected. The euro-notes are being tendered at par, including the early tender premium. The early participation deadline for the senior nonconvertible notes is Aug. 25, 2016, with a final expiration date of Sept. 12, 2016, unless extended. S&P expects to lower the corporate credit to 'SD' and ratings on 2020 and 2023 notes to 'D' at the close of the transaction. The company plans to use proceeds from the proposed $1 billion term loan to support the tender offers. S&P will reevaluate the company's corporate credit rating and issue-level ratings following the close of the tender. Emphasis will be placed on S&P's expectations for liquidity in the face of a still significant maturity schedule through 2018 and beyond. CHEZ JACQUELINE: Hires Dahiya Law as Bankruptcy Counsel ------------------------------------------------------- Chez Jacqueline Rest Inc. asks for permission from the U.S. Bankruptcy Court for the Southern District of New York to employ Dahiya Law Offices LLC as bankruptcy counsel, nunc pro tunc to July 25, 2016. The Debtor requires Dahiya Law to: (a) give advice to the Debtor with respect to its powers and duties as debtor in possession in the continued operation of its business and the management of its property; (b) assist the Debtor in the preparation of a plan of reorganization in this case and to take necessary steps to bring the plan to confirmation; (c) prepare on behalf of the Debtor necessary applications, answers, orders, reports and other motions, complaints, pleadings and documents; (d) appear before the Bankruptcy Judge and the United States Trustee and to protect the interests of the Debtor before said Bankruptcy Judge and the United States Trustee; and (e) perform legal services for the Debtor that may be necessary and appropriate herein. Dahiya Law will be paid at these hourly rates: Principal $500 For Counsel $450 Paralegals $125 Clerks $50 Dahiya Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Karamvir Dahiya, principal of Dahiya Law, 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. Dahiya Law can be reached at: Karamvir Dahiya, Esq. DAHIYA LAW OFFICES LLC 75 Maiden Lane Suite 506 New York, NY 10038 Tel: (212) 766-8000 Chez Jacqueline Rest Inc., filed a Chapter 11 bankruptcy petition (S.D.N.Y. Case No. 16-11739) on June 16, 2016. CHIEFTAIN STEEL: Court Extends Plan Filing Date to Dec. 28 ---------------------------------------------------------- Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western District of Kentucky grants Chieftain Steel, LLC, an extension of its exclusive plan filing period through and including December 28, 2016. Judge Lloyd has also granted an extension of the Debtor's Exclusive Solicitation Period through and including February 26, 2017. The Debtor seeks these extensions to allow time for the Debtor, its estate and its creditors to pursue an orderly plan process. The requested extensions are reasonable given the Debtor's progress to date and the current posture of this case, and in light of the fact that the Debtor has just retained new counsel who needs to familiarize themselves with the Debtor and its operations. Counsel for Chieftain Steel, LLC: Ellen Arvin Kennedy, Esq. John M. Spires, Esq. DINSMORE & SHOHL LLP 250 W. Main Street, Suite 1400 Lexington, Kentucky 40507 Phone: (859) 425-1000 Fax: (859) 425-1099 Email: ellen.kennedy@dinsmore.com About Chieftain Steel Chieftain Steel, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 16-10407) on May 2, 2016. The Debtor is represented by Constance G. Grayson, Esq., at Gullette & Grayson, PSC. CROWN MEDIA: S&P Affirms Then Withdraws 'BB-' CCR ------------------------------------------------- S&P Global Ratings said that it affirmed its 'BB-' corporate credit rating on Studio City, Calif-based cable network operator Crown Media Holdings Inc. The rating outlook is stable. At the same time, S&P affirmed its 'BB+' issue-level rating on the company's senior secured debt. The recovery rating remains unchanged at '1', indicating S&P's expectation for very high recovery (90%-100%) of principal in the event of a payment default. S&P subsequently withdrew all its ratings on Crown Media at the issuer's request, following the completion of its short-form merger with Hallmark Cards Inc. (not rated). CS MINING: Taps FTI Consulting as Restructuring Advisor ------------------------------------------------------- CS Mining, LLC has filed a motion seeking approval from the U.S. Bankruptcy Court for the District of Utah to hire a restructuring advisor. In its motion, the Debtor proposes to hire FTI Consulting, Inc. as its restructuring advisor, and designate Michael Buenzow, David Beckman and Randy Davenport as chief restructuring officers. FTI will provide these restructuring-related services in connection with the Debtor's Chapter 11 case: (a) reviewing the Debtor's operating plan and budgets, and providing feedback as appropriate along with associated work plans as necessary; (b) providing input and analyses related to alternative operating approaches; (c) identifying and consulting on key copper mining and processing issues; (d) working with the Debtor's management on key customer issues; (e) advising the Debtor on operating plan, liquidity management and restructuring alternatives; (f) assisting with the debtor-in-possession financing process; (g) assisting the Debtor with a sale or restructuring process; and (g) assisting the Debtor in the preparation and confirmation of a value optimizing plan of reorganization. The firm will also provide analytical, operating and reporting support: (a) assisting in the development of appropriate reporting procedures related to the filing; (b) assisting the Debtor in the development and finalization of critical business plans and forecast models; (c) designing and implementing cash management procedures; (d) identifying critical vendor and inventory management steps to ensure business continuity; (e) developing communication plans for all key stakeholders; (f) preparing schedules and reports as required by the Chapter 11 filing; (g) performing other administrative tasks as necessary; (h) analyzing executory contracts; (i) analyzing and administering claims; (j) assisting in the preparation of monthly operating reports, the statement of financial affairs, and the schedules of assets and liabilities; and (k) providing the analytical support required for the final preparation and confirmation of a plan of reorganization. CS Mining has agreed to pay FTI a fixed fee of $80,000 per month, and a completion fee of $1 million. In a court filing, Mr. Beckman, a senior managing director of FTI, disclosed that the firm does not represents any interest adverse to the Debtor's estate, creditors or equity security holders. FTI can be reached through: David Beckman FTI Consulting, Inc. 1001 17th St. #1100 Denver, CO 80202 Phone: (303) 689-8800 Fax: (303) 689-8802 Email: dave.beckman@fticonsulting.com About CS Mining CS Mining, LLC, is a mining and processing company headquartered in Milford, Utah. Purported creditors R.J. Bayer Professional Geologist, LLC; Minerals Advisory Group, LLC; Rollins Construction & Trucking, LLC; Rollins Machine, Inc.; and Oxbow Sulphur, Inc., filed an involuntary petition to put the Company into Chapter 11 bankruptcy (Bankr. D. Utah Case No. 16-24818) on June 2, 2016. Brahma Group, Inc. subsequently joined the petition. Judge William T. Thurman presides over the case. The Petitioners are represented by Martin J. Brill, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P and George B. Hofmann, Esq., at Cohne Kinghorn PC. CS Mining tapped Snell & Wilmer L.L.P. as local counsel, and Pepper Hamilton LLP as its legal counsel, nunc pro tunc to June 2, 2016. D.J. SIMMONS: Has Until Dec. 31 to Use BOKF Cash Collateral ----------------------------------------------------------- Judge Joseph G. Rosania, Jr., authorized D.J. Simmons Company Limited Partnership and its affiliated Debtors to use cash collateral on a final basis. The Debtors are indebted to BOKF, N.A. d/b/a Bank of Oklahoma formerly Bank of Oklahoma, NA, as of the Petition Date, in the aggregate principal amount of not less than $9,156,050 plus any amounts unpaid, incurred or accrued prior to the Petition Date. To secure the Prepetition Obligations, the Debtors granted to the Secured Party liens on and security interests in most of the Debtors' assets and property, and the proceeds thereof. The Debtors sought to use cash collateral in order to continue their ordinary course business operations and to maintain the value of their bankruptcy estates. Judge Rosania authorized the Debtors to use cash collateral until Dec. 31, 2016. The approved Budget covered the period September 2016 through December 2016. The Budget provided for expenses such as total Well Project Costs in the amount of $170,000; total Lease Operating Expense in the amount of $494,400; and Personnel Expense in the amount of $128,949. BOKF was granted, among others, the following adequate protection: (a) To the extent of any diminution in the value of its Collateral, the Secured Party shall have valid, binding, perfected, continuing, enforceable and non-avoidable replacement security interests in, and liens upon all of the Debtors' assets and property, except: (i) avoidance actions under chapter 5 of the Bankruptcy Code, which will be senior to all other liens; and (ii) the membership interest in the Twin Stars Compression LLC. (b) To the extent of any diminution in value of the Collateral, the Secured Party is hereby granted allowed senior administrative expense claims in the Debtors' Chapter 11 cases with priority over any and all administrative expenses, adequate protection claims and all other claims against the Debtors, but subject to prior payment of (i) the U.S. Trustee fees and (ii) unpaid professional fees approved by the Court for services performed from the Petition Date through the Final Period. A full-text copy of the Final Order, dated Aug. 12, 2016, is available at https://is.gd/kR35ji About D.J. Simmons Company Limited Partnership Farmington, New Mexico-based D.J. Simmons Inc. -- http://www.djsimmons.com/-- is an independent oil and gas exploration and production company. D.J. Simmons and its affiliates have oil and natural gas reserves from approximately 100 wells operated by DJS, Inc., and 500 wells operated by third parties in Colorado, New Mexico, Utah, and Texas. Kimbeto Resources, LLC, owns 13 wells in Rio Arriba County, New Mexico. DJS, Inc., also operates the wells owned by Kimbeto. D.J. Simmons Company Limited Partnership holds most of the oil and gas and other assets. Kimbeto holds oil, gas, and other related assets on land owned by the Jicarilla Apache Tribe. DJS, Inc, operates the assets and employs a small administrative staff. DJS Co. LP, Kimbeto and DJS, Inc., filed Chapter 11 petitions (Bankr. D. Colo. Case Nos. 16-11763, 16-11765 and 16-11767) on March 1, 2016. The cases are jointly administered under Lead Case No. 16-11763. The petitions were signed by John Byrom, president of DJS, Inc. DJS Co. LP disclosed $9.94 million in total assets and $12.85 million in total liabilities. Kimbeto disclosed $976,190 in total assets and $9.81 million in total liabilities. Ethan Birnberg, Esq., at Lindquist & Vennum LLP, serves as the Debtors' counsel. DALLAS PROTON: RPM Joins in Hunt's Objection to Disclosures ----------------------------------------------------------- Secured creditor RPM xConstruction, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a joinder to Hunt Construction Group's objection to the disclosure statement explaining the Chapter 11 Plan filed by the Unsecured Creditor's Committee of Dallas Proton Treatment Center, LLC, and Dallas Proton Treatment Holdings, LLC. As reported by the Troubled Company Reporter on Aug. 11, 2016, Hunt Construction claims that the Disclosure Statement fails to provide adequate information. RPM xConstruction incorporates by reference, for all purposes, Hunt Construction's objection and all included facts, arguments, authorities, exhibits, supplements, and amendments thereof. RPM does reserve the right to raise further objections to the Disclosure Statement or the Plan. RPM xConstruction's counsel can be reached at: Stewart Shurtleff, Esq. Nick Brooks, Esq. GRIFFITH DAVISON & SHURTLEFF, P.C. Galleria North Tower I 13737 Noel Road, Suite 850 Dallas, TX 75240 Tel: (972) 392-8900 Fax: (972) 392-8901 E-mail: sshurtleff@griffithdavison.com nbrooks@griffithdavison.com About Dallas Proton Treatment Center Dallas Proton Treatment Holdings, LLC, was formed in January 2010 and is registered as a limited liability company under the laws of the State of Delaware. Holdings' authorized purpose is to conduct whatever business is necessary to design, finance, construct, and manage a licensed, freestanding healthcare center in the Dallas, Texas area that provides proton-radiation therapy for patients with cancerous tumors. Holdings' wholly owned subsidiary, Dallas Proton Treatment Center, LLC, was formed in March 2012 for the specific purpose of developing, owning, and operating the Project. Center is the legal owner of a tract of land and improvements at 2300 N. Stemmons Fwy, Dallas, Texas 75207. Center purchased that real estate on or around Nov. 12, 2013, for approximately $11.60 million. Center has spent approximately $18 million in additional funds to develop and start construction of the Project. Project is the last of a four-facility program to build four proton-therapy centers across the United States. All four centers were or are being developed and constructed under the management of Advanced Particle Therapy, LLC. As of the Petition Date, APT owned approximately 95% of the Class B equity units, and 96.4% of the Class A equity units, in Holdings. Dallas Proton Treatment Center and Dallas Proton Treatment Holdings sought Chapter 11 protection (Bankr. N.D. Tex. Case Nos. 15-33783 and 15-33784, respectively) on Sept. 17, 2015. The petitions were signed by James Thomson as chief technology officer/manager. Mark C. Moore, Esq., at Gardere Wynne Sewell LLP serves as counsel to the Debtors. Dallas Proton Treatment Center estimated assets at $10 million to $50 million and liabilities at $1 million and $10 million. Dallas Proton Treatment Holdings estimated assets at $50 million to $100 million and liabilities at $50 million to $100 million. DC ENERGY: Operating Account Funds are Estate Property, Court Says ------------------------------------------------------------------ Judge David T. Thuma of the United States Bankruptcy Court for the District of New Mexico granted the defendant's motion for summary judgment in the adversary proceeding captioned WAS, LLC, PETROSOURCE, LP, and EPM ENERGY, LLC, Plaintiffs, v. CLARKE COLL, Defendant, Adv. No. 15-1024 t (Bankr. D.N.M.). The parties filed cross motions for summary judgment, with the plaintiffs, WAS LLC and Petrosource, LP, asking the court to impose a constructive trust in their favor on all funds in the debtor's operating account. The defendant, Clarke Coll, contrariwise, sought a declaratory judgment that the subject funds are estate property. Judge Thuma concluded that imposing a constructive trust is not appropriate, and that the funds belong to the estate. The judge found that although the debtor, DC Energy, LLC, unquestionably breached its contractual obligation to pay the plaintiffs a portion of the saltwater disposal system's revenues, the plaintiffs failed to prove by clear and convincing evidence that they are entitled to the unusual equitable remedy of a constructive trust. The bankruptcy case is In re: DC ENERGY, LLC, Debtor, Case No. 14-12923 (Bankr. D.N.M.). A full-text copy of Judge Thuma's August 5, 2016 memorandum opinion is available at https://is.gd/vOvxmK from Leagle.com. WAS, LLC, a New Mexico Limited Liability Company is represented by: Christopher M Gatton, Esq. GIDDENS, GATTON & JACOBUS, P.C. 10400 Academy Road NE, Suite 350 Albuquerque, NM 87111 Tel: (505)273-3720 Fax: (505)271-4848 Clark Coll is represented by: Stephanie L Schaeffer, Esq. Thomas D Walker, Esq. WALKER & ASSOCIATES, P.C. 500 Marquette NW Suite 650 Albuquerque, NM 87102 Email: sschaeffer@walkerlawpc.com twalker@walkerlawpc.com DEL MONTE FOODS: S&P Affirms 'B-' CCR, Outlook Still Negative ------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' corporate credit rating on Walnut Creek, Calif.-based Del Monte Foods Inc. The outlook is negative. At the same time, S&P affirmed its issue-level ratings on the company's first- and second-lien senior secured term loans. The first lien is rated 'B-' with a '3' recovery rating, indicating S&P's expectation for meaningful recovery (50%-70%, lower half of the range) in the event of a payment default. The second lien is rated 'CCC' with a '6' recovery rating, indicating S&P's expectation for negligible recovery (0%-10%) in the event of a payment default. "The affirmation reflects our view that performance will improve and the company will improve EBITDA to above $177 million (lease adjusted) and pay down its asset-backed lending (ABL) borrowings in fiscal 2017; otherwise, S&P will lower the rating," said S&P Global Ratings analyst Amanda Cusumano. "We are not lowering the rating at this time because the company has sufficient liquidity, with over $200 million of ABL availability at the fiscal year end, and we do not believe the company's capital structure is unsustainable. The company's excess inventory of shelf-stable products will lower the amount of inventory needed to be produced in 2017 and the ABL borrowings associated with it. The company should be able to reduce leverage and generate positive free operating cash flow if it manages inventory levels accordingly." "Del Monte's weak financial performance during fiscal 2016 led to debt to EBITDA over 8x. The company missed its revenue and EBITDA plan for fiscal 2016, generated negative free operating cash flow, and had ABL borrowings of $225 million ($110 million over expectations). Continued operational missteps, including over building inventory and the acquisition of Sager Creek (which is negatively impacting profitability), have led to higher-than-anticipated ABL balances and overall debt leverage levels, as well as negative free operating cash flow. S&P Global Ratings' EBITDA calculation does not add back expenses associated with the Sager Creek acquisition, enterprise resource planning implementation, and plant closures to EBITDA. ABL borrowings were elevated and working capital was a larger use of cash as the company increased its inventory levels in anticipation of winning government U.S. Department of Agriculture contracts. The company did not win all of these contracts and now has excess inventory going into fiscal 2017. The company must now manage its inventory levels and ABL borrowings more closely in fiscal 2017, because it had approximately $220 million of availability at the end of fiscal 2016. Peak ABL borrowings were $383 million in 2016, which led to the company requesting a waiver to its 1x springing fixed-charge covenant in anticipation of a possible covenant trigger," S&P noted. The negative outlook reflects the potential for a lower rating over the next few quarters if the company is unable to substantially improve performance and strengthen its weak credit metrics, including reducing debt to EBITDA close to 8x. A failure to materially improve performance could result from missteps in managing its seasonal inventory needs in order to reduce its ABL balance, which could lead to continued high inventory balances and negative free operating cash flow. Additionally, if S&P come to determine that the capital structure is unsustainable or if leverage is sustained above 10x, S&P could lower the ratings. S&P Global Ratings could revise the outlook to stable if Del Monte's financial results in the first half of 2017 illustrate progress toward improving EBITDA, as demonstrated by leverage approaching 8.0x from improved inventory management, positive free operating cash flow generation, and reduced ABL borrowings. The company can achieve greater EBITDA growth through pricing, higher volumes, and product innovation while reducing its variable costs. DIAMOND RESORTS: Moody's Rates New $400MM Sr. Secured Notes B1 -------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Diamond Resorts International, Inc. proposed $400 million senior secured notes. The rating outlook is stable. The proposed $400 million senior secured notes offering has no impact on Diamond Resorts B2 Corporate Family Rating and B2-PD Probability of Default Rating as it is leverage neutral. The proposed $400 million notes will be used to decrease the previously proposed senior secured term loan debt to $800 million from $1,200 million. Proceeds from the proposed senior secured notes and term loan, along with $600 million senior unsecured notes, and approximately $1 billion of cash equity contributed by Apollo Global Management, LLC will be used to fund the $3.4 billion buyout of Diamond by Apollo. The purchase price represents about a 10 times EBITDA multiple based upon Moody's 2016 EBITDA estimate of about $360 million. New ratings assigned to Diamond Resorts International, Inc. (NEW): Senior Secured Notes B1, LGD 3 RATINGS RATIONALE Diamond's B2 Corporate Family Rating reflects its modest scale and narrow focus on the higher risk timeshare segment of hospitality. Approximately 69% of Diamond's EBITDA is derived from vacation interest sales and financing. Also considered is Moody's expectation that Diamond's earnings will continue to grow in the next two years primarily through a combination of increased sales to existing members, sales to new members, and increased financing fees related the financing of both of these revenue generating activities. Also contributing to earnings growth, albeit to a smaller degree, will be the implementation of an expense reduction program that is expected to reduce the company's operating expenses by at least $25 million, or about 3% of the company's current operating expenses. Key credit concerns include Diamond's considerable leverage. Although Moody's expects the company will grow earnings and pay down some term loan amounts during the next two years, Moody's still expects debt/EBITDA to remain high, at about 6.3 times by fiscal year-ended Dec. 31, 2017, as the company will also increase the amount of securitized debt to support new business. The ratings are also supported by Diamond's adequate liquidity profile including low capital requirements, favorable cash flow profile of its hospitality management business and lack of near-term debt maturities. The stable outlook reflects Diamond's concentration in the timeshare industry, including financing, and the expectation that the company will increase its borrowings to support its receivables portfolio. The stable outlook also incorporates Moody's expectation that the company will have positive earnings growth such that leverage declines from the current elevated level and that it will maintain a good liquidity profile. While not expected over the near-term due to the company's high financial leverage, an upgrade could be considered should Diamond's earnings diversify away from the vacation interest sales and financing and should debt to EBITDA remain below 5.0 times. Ratings could be downgraded if Diamond's earnings were to fall or should the company's financial policy become more aggressive such that debt to EBITDA was maintained above 6.5 times or EBITA to interest were to fall below 1.5 times. Diamond is a timeshare business that specializes in the sale of vacation ownership interests in the form of points. Members receive an annual allotment of points and through the membership club can use these points to stay at destinations within Diamond's global network of 437 resorts and 20 cruise itineraries. Diamond also provides consumer financing of the purchase of the vacation ownership interests and manages 108 resorts worldwide. Revenues are about $1.0 billion. Upon closing of the transaction, Diamond will be owned by Apollo Global Management LLC. The principal methodology used in this rating was Business and Consumer Service Industry published in December 2014. DIKA-MATTESON: Can Use Cash Collateral Until Sept. 20 ----------------------------------------------------- Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Dika-Matteson LLC to use Sand Capital VI, LLC's cash collateral from Aug. 1, 2016 through Sept. 20, 2016. The approved Operating Budget provides for Grounds & Maintenance expenses in the amount of $1,785, Utilities expenses in the amount of $1,900, and management fees in the amount of $1,900, among others. Sand Capital VI was granted the following adequate protection: (1) The Debtor will permit Sand Capital VI to inspect, upon reasonable notice and within reasonable hours, the Debtor's books and records; (2) The Debtor shall maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; (3) The Debtor shall, upon reasonable request, make available to Sand Capital VI evidence of that which constitutes its collateral or proceeds; and (4) The Debtor will properly maintain the Homewood Square Property in good repair and properly manage such Property. A hearing on the Debtor's Cash Collateral Motion is scheduled on September 20, 2016 at 10:30 a.m. A full-text copy of the Order, dated Aug. 12, 2016, is available at https://is.gd/GKmy7V About Dika-Matteson DIKA-Matteson, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-04804) on Feb. 13, 2015. The petition was signed by Marshall N. Dickler, manager. Hon. Pamela S. Hollis presides over the case. The Debtor is represented by Thomas W. Goedert, Esq., Jeffrey C. Dan, Esq., and Brian P. Welch, Esq., Crane, Heyman, Simon, Welch & Clar. The Debtor estimated $1 million to $10 million in both assets and liabilities. ESSAR STEEL: Hires Professionals in Ordinary Course of Business --------------------------------------------------------------- Essar Steel Minnesota LLC and ESML Holdings Inc., seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ professionals used in the ordinary course of business. In the ordinary course of their businesses, prior to the Petition Date, the Debtors have relied upon the professional services of certain attorneys, accountants, engineers, and other professional persons. The Debtors anticipate that they will continue to need those services following the Petition Date as they operate the Debtors' businesses as debtors in possession. These services are not specific to the prosecution of the Chapter 11 Cases but are, instead, necessary to the day-to-day continuation of the Debtors' operations. The Ordinary Course Professionals are: Legal Services Paul Hastings LLP Fredrikson & Byron PA Thompson Hine LLP Fryberger, Buchanan, Smith, & Frederick, P.A. Environmental Law Group Land Services Benchmark Engineering JPJ Engineering Barr Engineering Company Braun Intertec Engineering Services Golder Associates Tax and Advisory Services Ernst & Young LLC KNAV Use-Tax and Advisory Services Refund Partners Statutory and Auditing Services BDO USA LLP Financial Certification Services ARK LLP Financial Certification Services SBI Capital Markets Ltd. The Debtors propose that they be permitted to pay each Ordinary Course Professional, without formal application to the Court by such professional, 100% of the fees and disbursements incurred to each of the Ordinary Course Professionals, upon the submission to and approval by the Debtors of an appropriate invoice setting forth in reasonable detail the nature of the services rendered and disbursements actually incurred; provided, however, that if any Ordinary Course Professional's fees and disbursements exceed a total of $75,000 in any three- month period, then the payments to such Ordinary Course Professional for such excess amounts shall be subject to the prior approval of the Court in accordance with sections 330 and 331 of the Bankruptcy Code. Although certain of the Ordinary Course Professionals may hold unsecured claims against the Debtors in respect of prepetition services rendered to the Debtors, the Debtors do not believe that any of the Ordinary Course Professionals have an interest materially adverse to the Debtors, their creditors, or other parties in interest that should preclude such Ordinary Course Professionals from continuing to represent the Debtors. About Essar Steel Minnesota LLC. Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq. and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. ETRADE FINANCIAL: S&P Assigns BB- Rating on $400MM Preferred Stock ------------------------------------------------------------------ S&P Global Ratings said it assigned its 'BB-' issue-level rating on E*TRADE Financial Corp.'s $400 million noncumulative perpetual preferred stock issue. E*TRADE intends to use the proceeds to help pay for its purchase of Aperture New Holdings Inc., the parent of OptionsHouse. S&P expects the transaction to close in the fourth quarter of 2016. RATINGS LIST E*TRADE Financial Corp. Issuer Credit Rating BBB-/Stable/-- New Rating E*TRADE Financial Corp. $400 million noncumulative perpetual preferred stock BB- FIRST PHOENIX-WESTON: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- First Phoenix-Weston, LLC 16-12820 dba Stoney River Assisted Living 7805 Birch Street Weston, WI 54476 FPG & LCD, L.L.C. 16-12821 dba Stoney River Rehab 7805 Birch Street Weston, WI 54476 Type of Business: Health Care Chapter 11 Petition Date: August 15, 2016 Court: United States Bankruptcy Court Western District of Wisconsin (Eau Claire) Debtors' Counsel: Justin M. Mertz, Esq. MICHAEL BEST & FRIEDRICH LLP 100 E. Wisconsin Ave. #3300 Milwaukee, WI 53202 Tel: 414-225-4972 E-mail: jmmertz@michaelbest.com Estimated Estimated Assets Liabilities --------- ----------- First Phoenix-Weston $10M-$50M $10M-$50M FPG & LCD, L.L.C. $0-$50K $1M-$10M The petitions were signed by Philip Castleberg, authorized person. A. First Phoenix-Weston's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Sabra Phoenix Wisconsin, LLC Real Estate Loan $4,221,851 18500 Von Karman Avenue Suite 550 Irvine, CA 92612 First Phoenix Group LLC Business Loans $778,429 222 S. Central Avenue Marshfield, WI 54449 Hoff Barry & Kozar Services $105,086 775 Prairie Center Drive Eden Prairie, MN 55344 Brown's Living, LLC Services $95,517 Mudrovich Architects Services $77,342 Health Dimensions Group Vendor Services $72,850 Email: bethe@hdg1.com Anchor Management Group Vendor Services $36,330 Copeland Building Corporation Vendor Services $21,595 Involve LLC Contract Services $16,954 Baker Donelson Services $3,292 McKesson Medical-Surgical Vendor Supplies $2,948 Email: mms.treasury@mckesson.com Sysco Foods Vendor Supplies $2,506 Email: nielsen.lori@bar.sysco.com Nick Vanlanen $1,520 Complete Office of Wisc. Service/Supply $1,293 Gannett Wisconsin Media Services $1,290 All Lines Leasing Equipment $1,024 Email: mary@advacc.com Quill Corporation $936 Overhead Door Services $757 Wells Fargo Equipment Finance $616 HD Supply $572 B. FPG & LCD, L.L.C.'s List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ First Phoenix-Weston, LLC Business Loan $1,225,250 222 S. Central Avenue Marshfield, WI 54449 Browns Living, LLC Services $422,508 222 S. Central Avenue Marshfield, WI 54449 Anchor Management Group Services $69,206 Nurses PRM Services $33,198 Omnicare, Inc. Services $16,375 Fitzsimmons Hospital Svs. $16,327 Dept. of Health Services $11,900 Hoff Barry & Kozar $11,783 PC Portal $11,774 Ruder Ware, L.L.S.C. $10,394 Middlesex Insurance $5,712 Marshfield Clinic $4,403 Amtrust North America $4,359 KCI USA $3,746 Wipfli $3,717 Evolve Systems $3,401 McKesson Medical-Surgical $1,878 Ministry Medical Group $1,800 Complete Office of Wisconsin $1,753 St. Claires Hospital $1,580 FIRST PHOENIX-WESTON: Hires Barbara De Baere Poppy as Accountants ----------------------------------------------------------------- First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., seek to retain Barbara De Baere Poppy, CPA, as their accountants effective nunc pro tunc to the Petition Date. Starting in early 2016, the Debtors employed Poppy to perform accounting services and provide day to day assistance in transaction recording for both Debtors, and to compile and file their 2015 tax returns. According to the Debtors, Poppy's services are necessary to support their monthly operating requirements their Chapter 11 cases, file the 2015 tax returns, assist with budgeting, and an eventual plan of reorganization. Poppy will charge for its services at these rates: Barbara Poppy $150 per hour Iveta Carpenter $95 per hour Haley Kolaga $50 per hour As of the Petition Date, Poppy was holding a balance of $5,000 in trust as security for services and expenses expected to be incurred during these Chapter 11 cases. The balance will be held by Poppy until further approval from the Court. To the best of the Debtors' knowledge, (a) Poppy is a "disinterested person" within the meaning of Section 101(14) of the Code and as required by Section 327(a) of the Code, and does not hold or represent an interest adverse to the Debtors' estate; and (b) Poppy has no connection to the Debtors, their creditors, or their related parties. About First Phoenix-Weston First Phoenix-Weston, LLC and FPG & LCD, L.L.C., were formed in 2010 to organize, develop, and manage an assisted living and skilled nursing care facility near three major regional hospitals in Central Wisconsin—including St. Clare's Hospital, which is just a block away. The Facility combines an assisted living facility together with a skilled nursing facility in a resort-like atmosphere for its patients. The business is commonly known as the "Stoney River" assisted living and rehab. The Facility is comprised of two integrated businesses: a 35-unit skilled nursing rehabilitation center (commonly referred to as the skilled nursing facility, or "SNF"), and a 60- unit assisted living facility (the "ALF"). First Phoenix-Weston, LLC and FPG & LCD, L.L.C., filed Chapter 11 bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and 16-12821) on Aug. 15, 2016. The petitions were signed by Philip Castleberg, as part-owner. The Debtors estimate assets and liabilities in the range of $10 million to $50 million. Michael Best & Friedrich LLP serves as counsel to the Debtors. FIRST PHOENIX-WESTON: Obtains $1.5M DIP Commitment from Part-Owner ------------------------------------------------------------------ First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., seek authority from the Bankruptcy Court to obtain postpetition financing from Philip Castleberg, part-owner of the Debtors, of up to $1,500,000 providing for multiple draws. The Debtors will use the DIP Loan to pay for operational expenses, wages, and administrative costs of the Chapter 11 cases. The Debtors intend to provide the DIP Lender with priming liens over any and all administrative expenses and senior liens of the prepetition lender on all property of the estate. Interest on the DIP Loan will accrue on the principal balance drawn at 3% per annum. The DIP Loan will mature five years from the Plan Effective Date or upon an Event of Default. The outstanding balance of the DIP Loan would be secured by all assets of the Debtors, ahead of Sabra Phoenix Wisconsin, LLC's perfected lien position on the Debtors' assets, including the Facility and underlying Real Estate. The Debtors also seek authority to use cash collateral of Sabra, the prepetition lender, in the following forms: (a) payment of approximately $627,848 of prepetition, delinquent property taxes that would otherwise prime Sabra's secured position; (b) continued funding of payroll for employees of the Debtors to ensure proper care of patients is maintained; (c) uninterrupted payments of insurance premiums to protect the Debtors' assets; (d) monthly reporting requirements and auditing with the assistance of a third-party disinterested accountant, Barbara De Baere Poppy CPA; and (e) providing Sabra with replacement liens on the Pre-Petition Lender's collateral. "Absent emergency, post-petition financing, the Debtors will not be able to pay employees, will not be able to satisfy various additional monthly obligations, and will be forced to cease operations and begin discharging patients from the Facility. If that occurs, the Debtors' revenues would cease, employees would promptly resign, and the value of the Facility and the Debtors' operations would diminish drastically. Without immediate funding, the Debtors would essentially shut their doors as quickly as patients could be relocated," said Justin M. Mertz, Esq., at Michael Best & Friedrich LLP, one of the Debtors' attorneys. According to Mr. Mertz, the Debtors are not able to obtain traditional financing from any outside lender without providing a collateral pledge by Mr. Castleberg, which he is unwilling to provide. Moreover, Mr. Castleberg refuses to undertake the risk associated with personally loaning these amounts without a senior lien on the property of the estates. About First Phoenix-Weston First Phoenix-Weston, LLC and FPG & LCD, L.L.C., were formed in 2010 to organize, develop, and manage an assisted living and skilled nursing care facility near three major regional hospitals in Central Wisconsin—including St. Clare's Hospital, which is just a block away. The Facility combines an assisted living facility together with a skilled nursing facility in a resort-like atmosphere for its patients. The business is commonly known as the "Stoney River" assisted living and rehab. The Facility is comprised of two integrated businesses: a 35-unit skilled nursing rehabilitation center (commonly referred to as the skilled nursing facility, or "SNF"), and a 60- unit assisted living facility (the "ALF"). First Phoenix-Weston, LLC and FPG & LCD, L.L.C., filed Chapter 11 bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and 16-12821) on Aug. 15, 2016. The petitions were signed by Philip Castleberg, as part-owner. The Debtors estimate assets and liabilities in the range of $10 million to $50 million. Michael Best & Friedrich LLP serves as counsel to the Debtors. FIRST PHOENIX-WESTON: Stoney River Facility Files for Ch. 11 ------------------------------------------------------------ The managers of an assisted living and skilled nursing care facility located in Weston, Wisconsin, commonly known as the "Stoney River" assisted living and rehab, filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wisc. Case Nos. 16-12820 and 16-12821) on Aug. 15, 2016. First Phoenix-Weston, LLC and FPG & LCD, L.L.C., which were formed in 2010 to organize, develop, and manage the Facility, estimate assets and liabilities in the range of $10 million to $50 million. The Facility is comprised of a 35-unit skilled nursing rehabilitation center (commonly referred to as the skilled nursing facility, or SNF), and a 60-unit assisted living facility (ALF). Revenues for the SNF are generated primarily through health care insurance reimbursements. Approximately 50% of the gross income is derived from Medicare payments from the Centers for Medicare and Medicaid Services; 45% from Medicare replacement; and 5% from private-pay or Medicaid. The bankruptcy filings come after the government suspended all government-backed health insurance payments (which represents 95% of SNF's income) starting in June 15, 2016, due to an incident that occurred in October of 2015. The payment suspension will continue until the Facility is in substantial compliance with Department of Health Services' requirements -- which has not yet occurred. An investigator from the Wisconsin Bureau of Quality Assurance (a government division of the DHS) issued "level J" citations to the Facility, which carry significant fines and penalties. Moreover, the DHS conducted inspections of the Facility on May 12, 2016, and June 29, 2016, finding that the Facility was not in compliance with State and Federal requirements for nursing homes participating in Medicare and Medicaid. As a result, the Debtors will lose access to Medicare funding pending verification of compliance with certain state training and certification requirements. Philip Castleberg, part-owner of the Debtors, disclosed that despite a strong opening of the Facility in February of 2013, the Debtors faced management and cash flow problems which include minor instances of patient neglect, lack of structure and leadership, and pending resignation of various key employees. Just four months after opening, Mr. Castleberg provided a temporary operating loan of $500,000 to the Debtors. Mr. Castleberg also attempted to become involved with the Facility to help turn things around, but was rebuffed. As of the Petition Date, Mr. Castleberg's outstanding loans total $2,142,039. By October of 2015, the Debtors had defaulted on payments owed to Sabra Phoenix TRS Venture, LLC and/or Sabra Health Care REIT, Inc., the Debtors' prepetition lender, in connection with a $15 million financing. That amount was used to take out a $13 million construction loan. Beginning December of 2015, Mr. Castleberg turned to equity investor Wanxiang in an attempt to secure support and financial assistance to save the Facility. In the months leading up to the bankruptcy filings, Castleberg and Wanxiang have taken steps to protect the Facility, including, among other things: (a) taken over day-to-day management of the Facility; (b) held employee training sessions to address the state citations; and (c) attempted negotiations with Sabra to resolve the defaults under the Pre-Petition Loan Documents (which yet have proven to be unsuccessful). In addition, all membership interests in the Debtors were successfully transferred from First Phoenix Group LLC to Wanxiang and Castleberg-owned entities, resulting in Wanxiang and Lancastle Diversified LLC becoming the managers of the Debtors. The Debtors are represented by Michael Best & Friedrich LLP as counsel. FIRST PHOENIX-WESTON: Taps Michael Best as Bankruptcy Counsel ------------------------------------------------------------- First Phoenix-Weston, LLC and FPG & LCD, L.L.C., filed an application with the Bankruptcy Court seeking permission to employ Michael Best & Friedrich LLP as their bankruptcy and general counsel, nunc pro tunc to the Petition Date. Michael Best will, among other things: a. advise and assist the Debtors with respect to their rights, duties and powers under the Bankruptcy Code; b. advise the Debtors on the conduct of this Chapter 11 case, including the legal and administrative requirements of operating in Chapter 11; c. attend meetings and negotiate with representatives of the creditors and other parties-in-interest; d. prosecute actions on the behalf of the Debtors, defend actions commenced against the Debtors, and represent the Debtors' interests in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; e. prepare 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; f. advise the Debtors in connection with and assist in the negotiation and documentation of financing arrangements and related transactions, contracts, commercial transactions, and any potential sale of assets; g. assist the Debtors on licensing, regulatory, tax and other governmental matters; h. appear before the Court to represent the interests of the Debtors' estate; i. assist the Debtors in preparing, negotiating and implementing a plan, and advise the Debtors with respect to any rejection of a plan and reformulation of a plan, if necessary; and j. perform all other necessary or appropriate legal services for the Debtors in connection with the prosecution of this Chapter 11 case, 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 other transactional and litigation matters. Michael Best will charge for its legal services at these rates: Professional Hourly Rate ------------ ----------- Ann Ustad Smith (partner) $515 Justin M. Mertz (senior counsel) $375 Other Partners $310-$650 Joseph D. Brydges (associate) $280 Other Associate & Non-Partner Attorneys $215-$570 Mary Schultz (paralegal) $230 Non-Attorney Professionals & Paraprofessionals $100-$260 The Debtors have agreed to reimburse Michael Best for its identifiable, non-overhead expenses incurred in connection with the Chapter 11 cases in accordance with the firm's policy. These expenses include, among other things, postage, overnight mail, courier delivery, transportation, overtime expenses (including meals), court reporter services, computer-assisted legal research, photocopying, airfare, meals, and lodging. Michael Best will charge 50% of its usual rates for travel time. Michael Best currently charges $0.15 per page for standard duplication in its offices. For large projects, Michael Best may use a commercial copy service and either charges that cost (without markup) as an expense to the client or has the cost billed directly to the client. On July 20, 2016, the Debtors hired Michael Best to represent them in connection with their restructuring efforts pursuant to an engagement letter. A total prepetition advanced fee deposit of $100,000 was paid to Michael Best ($25,000 on July 20 and $75,000 on Aug. 1, 2016 -- both paid from the operating account of FPG & LCD, L.L.C.), before the Petitions were filed. The balance of the retained fee advance not applied to prepetition fees, $16,540, will be held by Michael Best for payment of its fees incurred post-petition. Michael Best was owed nothing by the Debtors when the Petitions were filed. To the best of the Debtor's knowledge, (a) Michael Best is a "disinterested person" within the meaning of Section 101(14) of the Code and as required by Section 327(a) of the Code, and does not hold or represent an interest adverse to the Debtors' estate; and (b) Michael Best has no connection to the Debtors, their creditors, or their related parties. About First Phoenix-Weston First Phoenix-Weston, LLC and FPG & LCD, L.L.C., were formed in 2010 to organize, develop, and manage an assisted living and skilled nursing care facility near three major regional hospitals in Central Wisconsin—including St. Clare's Hospital, which is just a block away. The Facility combines an assisted living facility together with a skilled nursing facility in a resort-like atmosphere for its patients. The business is commonly known as the "Stoney River" assisted living and rehab. The Facility is comprised of two integrated businesses: a 35-unit skilled nursing rehabilitation center (commonly referred to as the skilled nursing facility, or "SNF"), and a 60- unit assisted living facility (the "ALF"). First Phoenix-Weston, LLC and FPG & LCD, L.L.C., filed Chapter 11 bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and 16-12821) on Aug. 15, 2016. The petitions were signed by Philip Castleberg, as part-owner. The Debtors estimate assets and liabilities in the range of $10 million to $50 million. Michael Best & Friedrich LLP serves as counsel to the Debtors. FOREVERGREEN WORLDWIDE: Deficit Raises Going Concern Doubt ---------------------------------------------------------- Forevergreen Worldwide Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net income of $189,719 on $10.80 million of net revenues for the three months ended June 30, 2016, compared to net loss of $1.45 million on $16.08 million of net revenues for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $332,800 on $22.74 million of net revenues, compared to a net loss of $1.11 million on $33.28 million of net revenues for the same period in the prior year. As of June 30, 2016, ForeverGreen had $9.48 million in total assets, $11.22 million in total liabilities and a total stockholders' deficit of $1.74 million. As reported in the accompanying consolidated financial statements, the Company has a working capital deficit of $2,993,076 and accumulated deficit of $37,172,129 at June 30, 2016, negative cash flows from operations, and has experienced periodic cash flow difficulties. These factors combined, raise substantial doubt about the Company's ability to continue as a going concern. Management anticipates that any future additional capital needed for cash shortfalls will be provided by debt financing. The Company may pay these loans with cash, if available, or convert these loans into common stock. They may also issue private placements of stock to raise additional funding. Any private placement likely will rely upon exemptions from registration provided by federal and state securities laws. The purchasers and manner of issuance will be determined according to their financial needs and the available exemptions. The Company also note that if they issue more shares of their common stock then their shareholders may experience dilution in the value per share of their common stock. A full-text copy of the Form 10-Q is available for free at: https://is.gd/ELms85 About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. Forevergreen incurred a net loss of $2.62 million on $67.1 million of net total revenues for the year ended Dec. 31, 2015, compared to net income of $1.02 million on $58.3 million of net total revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, ForeverGreen had $7.78 million in total assets, $9.18 million in total liabilities and a total stockholders' deficit of $1.40 million. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered net losses and has accumulated a significant deficit. These factors raise substantial doubt about its ability to continue as a going concern. FORT IRWIN: Moody's Affirms Ba2 Rating on Class III Bonds --------------------------------------------------------- Moody's Investors Service has affirmed the A2 rating on the Fort Irwin Land LLC, CA's Military Housing Revenue Class I Bonds, Series 2005A, the Baa1 rating on the Class II bonds and the Ba2 rating on the Class III bonds. The outlook on the A2 and Baa1 ratings is stable and the outlook on the Ba2 rating has been revised to positive. Rating Outlook The outlook is stable on Classes I and II as coverage has improved to levels that provide some buffer for ongoing volatility in project performance due to changes in occupancy, BAH or expenses. The outlook has been revised to positive on Class III to reflect the stability in debt service coverage in 2014 and 2015 as well as the potential for flat-to-increased debt service coverage in 2016 due to the BAH increase. Factors that Could Lead to an Upgrade Continued stabilization or increase in debt service coverage per tranche, project occupancy stabilizing at higher levels or improving and continued BAH increases. Factors that Could Lead to a Downgrade Declines in debt service coverage or occupancy, a decrease in the BAH, or a tap to the debt service reserve surety Legal Security The bonds are special limited obligations of the issuer, and as such the bonds are secured solely by the revenues and trust estate assets pledged to bondholders. Use of Proceeds Not applicable. Obligor Profile The issuer is Fort Irwin Land, LLC. The Borrower is California Military Communities LLC, CA, which was formed to rehabilitate existing housing and construct new housing for the project. Methodology The principal methodology used in this rating was Global Housing Projects published in December 2015. FRANK MOULTRIE: Unsecureds to Get Pro Rata Share of $50,000 ----------------------------------------------------------- Frank Moultrie filed with the U.S. Bankruptcy Court for the Northern District of Alabama a disclosure statement for the Debtor's plan of reorganization. Under the Plan, each holder of an allowed Class 6 Unsecured Claim will receive its pro rata share of $50,000, to be paid in three annual installments in the amount of $16,666.67, commencing 11 months after the Effective Date. Class 6 is impaired and is entitled to vote to accept or reject the Plan. The Plan provides for the payment of Allowed Claims from the Reorganized Debtor's income and exempt social security benefits but may be supplemented, as necessary and appropriate, by exempt assets, funds from his non-debtor spouse, and contributions from third parties. The Disclosure Statement is available at: http://bankrupt.com/misc/alnb16-00574-250.pdf The Plan was filed by the Debtor's counsel: Edward J. Peterson III, Esq. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. 110 East Madison Street, Suite 200 Tampa, FL 33602 Tel: (813) 229-0144 Fax: (813) 229-1811 E-mail: epeterson@srbp.com Frank Moultrie filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ala. Case No. 16-00574). FRONTIER STAR: Ch.11 Trustee Hires Aaron Fox as Special Counsel --------------------------------------------------------------- P. Gregg Curry, the Chapter 11 Trustee for Frontier Star LLC and its debtor-affiliates, seeks authorization from the U.S. Bankruptcy Court for the District of Arizona to employ Aaron Fox Law as special counsel to handle matters relating to administrative proceedings pending in Chicago, Illinois, nunc pro tunc to November 17, 2015. The Chapter 11 Trustee said the Fox Firm continued to provide legal services after the Petition Date and should be compensated for that work because it provided a benefit and value to the Debtors' estates. The fees incurred by the Fox Firm to date total $6,565.20, all of which relate to the Chicago Proceedings. According to the Trustee, the Application was not filed sooner due to the unexpected nature of the Chicago Proceedings, the emergency nature of the Trustee's appointment, and the fast pace of the Sale and lease assumption and assignment process. The extraordinary needs and circumstances of the Debtors' estates throughout this bankruptcy required that the Trustee take immediate action to maintain the value of the Chicago restaurants. The Trustee has agreed to compensate the Fox Firm for professional services rendered and its normal and customary hourly rates. Aaron Fox of the Fox Firm bills at the rate of $375-$425 per hour. The Fox Firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Aaron Fox 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 Fox Firm can be reached at: Aaron Fox, Esq. AARON FOX LAW 314 W. Institute Pl., Suite 2E Chicago, IL 60610 Tel: (312) 224-0028 E-mail: afox@aaronfoxlaw.com About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are large Carl's Jr. and Hardee's franchisees operated by three grandchildren of Carl Karcher, who founded the Carl's Jr. hamburger chain, now owned by parent company CKE Restaurants, Inc. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013. Frontier Star, LLC, and Frontier Star CJ, LLC, filed Chapter 11 bankruptcy petitions (Bankr. D. Ariz. Lead Case No. 15-09383) on July 27, 2015. The petitions were signed by Jason LeVecke as CEO/manager. The Cavanagh Law Firm serves as counsel to the Debtors. On Nov. 19, 2015, P. Gregg Curry was appointed as the Debtors' Chapter 11 trustee. Frontier Star disclosed $71.9 million in assets and $27.3 million in debt in its schedules. FRYMIRE SERVICES: Can Use Cash Collateral on Interim Basis ---------------------------------------------------------- Judge Stacey G. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas authorized Frymire Services, Inc., to use cash collateral on an interim basis. The Debtor contended that an immediate and critical need exists for the Debtor to utilize cash in order to continue the operation of its business. The Debtor further contended that without such funds, it will not be able to pay postpetition operating expenses and obtain goods and services needed to carry on its business in a manner that will avoid irreparable harm to the Debtor's estate. The Debtor is indebted to Capital One, National Association, in these principal amounts: (a) $960,000 borrowed against a $1 million revolving line of credit, secured by cash, accounts and other property; and (b) $550,688 remaining due under $742,500 term loan, secured by non-Debtor real estate. The approved cash collateral Budget covers a 30-day period beginning on Aug. 12, 2016 and ending on Sept. 11, 2016. The Budget provides for total expenses in the amount of $1,085,234. The Debtor was directed to establish and maintain a debtor-in-possession account on or before Aug. 19, 2016, which will contain all operating revenues and any other source of cash constituting cash collateral, which is generated by and attributable to the collateral. Judge Jernigan ordered the Debtor to make monthly adequate protection payments to Capital One in the amount of $13,500, beginning on Sept. 5, 2016. Capital One was granted replacement liens co-extensive with its prepetition liens, in all currently owned or hereafter acquired property and assets of the Debtor, of the same kind or nature that Capital One had prepetition. A final hearing on the Debtor's Motion is scheduled on Aug. 31, 2016 at 9:30 a.m. A full-text copy of the Interim Order, dated Aug. 12, 2016, is available at https://is.gd/pATrVM About Frymire Services Frymire Services, Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 16-32814) on July 15, 2016. The petition was signed by George R. Frymire, president. Judge Stacey G. Jernigan presides over the case. The Debtor is represented by Bryan Christopher Assink, Esq., Mark A. Castillo, Esq., and Joshua Lee Shepherd, Esq., at Curtis Castillo, Esq. The Debtor estimated assets and debts at $1 million to $10 million at the time of the chapter 11 filing. GAETANO TRUST: Court Junks Chapter 11 Proceedings ------------------------------------------------- Judge Robert J. Faris of the United States Bankruptcy Court for the District of Hawaii granted the Office of the U.S. Trustee's motion to dismiss the case captioned In re GAETANO TRUST, Chapter 11, Debtor, Case No. 16-00719 (Bankr. D. Haw.). Judge Faris found that the Gaetano Trust is not an eligible debtor and that the chapter 11 petition was not properly signed by an attorney for the debtor. The judge also found strong indications that the debtor has filed the case in bad faith. A full-text copy of Judge Faris' August 3, 2016 order is available at https://is.gd/YDDdej from Leagle.com. Gaetano Trust is represented by: Bruce R. Lewis, Esq. Juneau, AK 99081 Tel: (619)259-3428 The Office of the U.S. Trustee is represented by: Curtis B. Ching, Esq. OFFICE OF THE UNITED STATES TRUSTEE 1132 Bishop Street, Room 602 Honolulu, HI 96813-2830 Tel: (808)522-8150 Fax: (808)522-8156 GENERAL CERAMICS: Dismissal of "Haskell" Suit Partly Affirmed ------------------------------------------------------------- The Superior Court of New Jersey, Appellate Division affirmed in part and reversed in part the trial court's determination in the case captioned HASKELL PROPERTIES, LLC, Plaintiff-Appellant, v. THE AMERICAN INSURANCE COMPANY, ST. PAUL FIRE & MARINE INSURANCE COMPANY, FIRST STATE INSURANCE COMPANY, GREAT AMERICAN INSURANCE COMPANY OF NEW YORK f/k/a AMERICAN NATIONAL FIRE INSURANCE COMPANY, and FIREMAN'S FUND INSURANCE COMPANY, Defendants-Respondents, No. A-1452-14T2 (N.J. Super. Ct. App. Div.). Haskell Properties, LLC appealed from the Law Division's order dismissing its complaint, which sought damages arising from the defendants'/insurers' failure to provide coverage for the cleanup of a contaminated property that Haskell Properties acquired in an asset sale approved by the bankruptcy court. According to Haskell Properties, that sale included the assignment of insurance policies issued by the defendants. The Law Division dismissed the complaint because (1) the asset purchase agreement (APA) could not have included the defendants' policies as they were not part of the bankrupt's estate; (2) the APA did not specifically refer to the insurance policies and therefore did not evince an intent to assign the policies; (3) any purported assignment was invalid because Haskell Properties did not secure the consent of any insurer, as the policies required, and insurance policies are personal and cannot be assigned absent consent; and (4) the claims arising from the property's clean-up had not yet ripened, such that the purported assignment constituted the transfer of a chose in action. The Superior Court affirmed the trial court's dismissal of Haskell Properties' complaint to the extent it claimed breaches of contract and of the covenant of good faith and fair dealing with respect to damages arising from contamination that occurred after July 20, 2000, if any, and which are unrelated to the pre-sale occurrences. The Superior Court also affirmed the dismissal of Haskell Properties' claim for breach of assignment, as it is subsumed by its breach of contract claim. The Superior Court reversed the trial court's decisions as to Haskell Properties's claims for breach of contract and of the covenant of good faith and fair dealing for failure to provide coverage for occurrences that predated the transfer from the Seller to Haskell Properties. A full-text copy of the Superior Court's August 4, 2016 decision is available at https://is.gd/BY21OZ from Leagle.com. Appellant is represented by: Eric E. Tomaszewski, Esq. Joseph A. Ferriero, Esq. GOLUB ISABEL & CERVINO, P.C. 160 Littleton Road, Suite 300 Parsipanny, NJ 07054 Tel: (973)968-3377 Fax: (973)968-3044 Email: eric@giclawfirm.com St. Paul Fire & Marine Insurance Company is represented by: John Maloney, Esq. Stephen V. Gimigliano, Esq. GRAHAM CURTIN, PA 4 Headquarters Plaza Morristown, NJ 07962-1991 Tel: (973)292-1700 Fax: (973)292-1767 Email: jmaloney@grahamcurtin.com sgimigliano@grahamcurtin.com The American Insurance Company and Fireman's Fund Insurance Company is represented by: Michael E. Buckley, Esq. RIVKIN RADLER LLP 926 RXR Plaza, West Tower Uniondale, NY 11558-0926 Tel: (516)357-3000 Fax: (516)357-3333 Email: michael.buckley@rivkin.com First State Insurance Company is represented by: Evan S. Neadel, Esq. BECKER MEISEL, LLC 354 Eisenhower Parkway Plaza II, Suite 1500 Livingston, NJ 07039 Tel: (973)422-1100 Fax: (973)422-9122 Email: eneadel@becker.legal -- and -- Wayne S. Karbal, Esq. Gerald E. Ziebell, Esq. KARBAL, COHEN, ECONOMOU, SILK & DUNNE, LLC 150 South Wacker Drive, 17th Floor Chicago, IL 60606 Tel: (312)431-3700 Fax: (312)431-3670 Email: wkarbal@karballaw.com gziebell@karballaw.com Great American Insurance Company f/k/a American National Fire Insurance Company is represented by: Christopher P. Ferragamo, Esq. JACKSON & CAMPBELL, P.C. One Lafayette Centre, South Tower 1120 20th Street, NW Washington, D.C. 20036-3437 Tel: (202)457-1600 Fax: (202)457-1678 Email: cferragamo@jackscamp.com -- and -- DIFRANCESCO, BATEMAN, COLEY, YOSPIN, KUNZMAN, DAVIS, LEHRER & FLAUM, P.C. 15 Mountain Boulevard Warren, NJ 07059 Tel: (908)757-7800 Fax: (908)757-8039 GOLDEN AGE CONVELESCENT: Taps Gorski Firm as Counsel ---------------------------------------------------- Golden Age Convelescent Hospital, Inc. aka Golden Age Convalescent Hospital, Inc. seeks authorization from the U.S. Bankruptcy Court for the Northern District of California to employ The Gorski Firm, Inc. as reorganization and general insolvency counsel. The Debtor requires Gorski Firm to: (a) advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; (b) advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor with regard to its assets and with respect to the claims of its creditors; (c) represent the Debtor in any proceedings or hearings before this Court and in any action in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; (d) conduct examinations of witnesses, claimants, or adverse parties and to prepare and assist in the preparation of reports, accounts, and pleadings related to the Debtor's Chapter 11 case; (e) advise the Debtor concerning the requirements of the Bankruptcy Code and applicable rules as the same may affect the Debtor in this case; (f) assist the Debtor in the formulation, negotiation, confirmation, and implementation of a Chapter 11 Plan of reorganization and any auction or sale of its assets; (g) make any court appearances on behalf of the Debtor; and (h) take such other actions and perform such other services as the Debtor may require of Gorski Firm in connection with this Chapter 11 case. Gorski Firm will be paid at these hourly rates: Vincent Gorski $350 Paralegals $175 Legal Asistants $175 Gorski Firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Gorski Firm received a $11,717 retainer from the Debtor. Of this retainer, $1,717 was used to pay the Court's filing fee. Vincent A. Gorski 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. Gorski Firm can be reached at: Vincent A. Gorski, Esq. THE GORSKI FIRM, APC 309 Truxtun Avenue Bakersfield, CA 93301 Tel: (661) 952-9740 Fax: (661) 952-9741 Golden Age Convelescent Hospital, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No. 16-52187) on July 29, 2016. The Debtor is represented by Vincent A. Gorski, Esq. GOSPEL TABERNACLE: Wants to Use Multibank 2009-1 CRE Venture Cash ----------------------------------------------------------------- Gospel Tabernacle Deliverance Center, Inc., asks the U.S. Bankruptcy Court for the Northern District of Georgia for authorization to use cash collateral. The Debtor is a Georgia non-profit corporation that operates a church. The Debtor relates that Multibank 2009-1 CRE Venture, LLC, asserts a first priority security interest in all the Debtor's income, rents, revenues, deposits, receipts, profits and proceeds. The Debtor says it is indebted to Multibank in the approximate amount of $8,337,581. The Debtor tells the Court that in order to effectively reorganize, it must have access to cash to pay the operating expenses of the Business. The Debtor further tells the Court that if it does not have the authority to use their available cash to pay operating expenses of the Business, including insurance and payroll, the Business will be irrevocably harmed. The Debtor projects total monthly expenses in the amount of $71,190. The Debtor proposes to grant Multibank a replacement lien on all tangible and intangible personal property, to the extent and validity of those liens that existed prepetition. A full-text copy of the Debtor's Motion dated Aug. 12, 2016, is available at https://is.gd/5MORBv About Gospel Tabernacle Deliverance Center Gospel Tabernacle Deliverance Center, Inc., filed a chapter 11 petition (Bankr. N.D. Ga. Case No. 16-63384) on Aug. 1, 2016. The petition was signed by Wiley Jackson, Jr., CEO. The Debtor is represented by Will B. Geer, Esq., at the Law office of Will B. Geer, LLC. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. GRAND PANAMA RESORT: Seeks Authority to Use AKSIM Cash Collateral ----------------------------------------------------------------- Grand Panama Resort Properties, LLC, asks the U.S. Bankruptcy Court for the Northern District of Florida for authorization to use cash collateral. The Debtor relates that as of August 12, 2016, it is indebted to AKSIM, LLC, in the amount of $1,299,475, together with interest as of July 14, 2016, costs and attorneys fees, less the funds paid by the State Court Receiver in Circuit Court Case no. 1500 CA 1142. The indebtedness was secured by a valid first and prior lien and security interest in certain real property belonging to the Debtor, which includes four units in Grand Panama Beach Resort Condominium. The Debtor requests the Court to authorize and approve its use of cash collateral for the payment of its operating expenses such as electric and other utility bills, condominium assessments, insurance, and repairs. The Debtor also intends to use the cash collateral to make monthly adequate protection payments to AKSIM in the total amount of $3,488, beginning on September 2016. A full-text copy of the Debtor's Motion, dated Aug. 12, 2016, is available at https://is.gd/Fjk2px Grand Panama Resort Properties is represented by: Charles M. Wynn, Esq. CHARLES M. WYNN LAW OFFICES, P.A. P.O. Box 146 Marianna, Florida 32447 Telephone: (850) 526-1529 E-mail: wynnlawbnk@earthlink.net About Grand Panama Resort Properties Grand Panama Resort Properties, LLC, filed a chapter 11 petition (Bankr. N.D. Fla. Case No. 16-50218-KKS) on Aug. 11, 2016. The Debtor is represented by Charles M. Wynn, Esq., at Charles M. Wynn Law Offices, P.A. The Debtor has been engaged in the rental vacation real estate at Grand Panama Beach Resort Condominium in Bay County, Florida. GULF CHEMICAL: Committee Hires Province as Financial Advisors ------------------------------------------------------------- The Official Committee of Unsecured Creditors of Gulf Chemical & Metallurgical Corporation, a Texas corporation, et al., seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Province, Inc., as financial advisor for the Committee, nunc pro tunc to June 30, 2016. The Committee requires Province to: a. assist the Committee in preparing for and pursuing a global settlement of general unsecured claims with the Debtors and non- debtor affiliate parent; b. understand and analyze the Debtors' business, assets and liabilities, liquidity, prospects vis-a-vis contemplated 363 asset sales, and overall financial condition; c. understand and analyze the structure of the broader group of companies comprising Debtors and non-debtor affiliates; d. conduct forensic accounting of the Debtors' books and records on behalf of the Committee in order to confirm the arms-length nature of intercompany and other insider transactions and to support potential litigation; e. quantify open environmental remedial obligations, which could affect sale valuation outcomes depending on Debtors' ability to discharge such obligations; f. value the Debtors' business as a going concern, restructured going concern, and liquidation through sum-of-parts valuation, comparable company multiples, comparable transaction multiples, and discounted cash flow analyses; g. prepare comparable data for all asset sales and other potential transactions involving assumption and/or discharge of environmental obligations; h. identify revenue drivers, cost inefficiencies, and other areas that may enhance financial performance and resultant valuation; i. become familiar with and analyze possible recoveries for the creditors from litigation against insiders and non-insiders; j. analyze claims against the Debtors and establish the composition of the claims universe by absolute priority; k. perform analysis to determine when the Debtors became insolvent; l. prepare, or review as applicable, preference and fraudulent conveyance analyses and conduct a cost/benefit analysis thereon as required; m. assist the Committee in reviewing the Debtors' financial reports, including, but not limited to, SOFAs, Schedules, cash budgets, and Monthly Operating Reports; n. advise the Committee on the current state of the chapter 11 cases; o. represent the Committee in negotiations with the Debtors and third parties as necessary; p. if necessary, participate in hearings before the bankruptcy court with respect to matters upon which Province has provided advice; and q. other activities as are approved by the Committee, the Committee's counsel, and as agreed to by Province. Province will be paid at these hourly rates: Stilian Morrison, managing director $535 Fred Chin, director $500 Sanjuro Kietlinksi, senior associate $420 Principal $660–700 Director/Managing Director $470–$620 Associate/Senior Associate $330–$460 Analyst/Senior Analyst $250–$320 Para professional $100 Province will also be reimbursed for reasonable out-of-pocket expenses incurred. Stilian Morrison, managing director with the firm Province, Inc., 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. Province can be reached at: Stilian Morrison Province, Inc. 1560 Sawgrass Corporate Pkwy Floor 4 Sunrise, FL 33323 Phone: (954)331-1056 E-mail: smorrison@provincefirm.com About Bear Metallurgical and Gulf Chemical Bear Metallurgical Co. and Gulf Chemical & Metallurgical Corp. filed chapter 11 petitions (Bankr. W. D. Pa. Lead Case No. 16-22192) on June 14, 2016. The petitions were signed by Eric Caridroit, chief executive officer. The cases are assigned to Judge Jeffery A. Deller. At the time of the filing, Bear Metallurgical estimated assets and debts to be between $1 million and $10 million. Gulf Chemical estimated assets and debts to be between $100 million and $500 million. The Office of the United States Trustee appointed an official committee of unsecured creditors on June 30, 2016. The Committee retained Fox Rothschild LLP and Lowenstein Sandler LLP as counsel; and Province, Inc. as financial advisor.   Counsel for Comilog Holdings, Gulf's parent company and Bear's indirect parent company, are John M. Steiner, Esq. , and Patrick W. Carothers, Esq., at Leech Tishman Fuscaldo & Lampl, LLC. GULF CHEMICAL: Creditors' Panel Hires Lowenstein as Counsel ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Gulf Chemical & Metallurgical Corporation, a Texas corporation, et al., seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Lowenstein Sandler LLP, as counsel for the Committee. The Committee requires Lowenstein Sandler to: a. advise the Committee with respect to its rights, duties, and powers in these Chapter 11 Cases; b. assist and advise the Committee in its consultations with the Debtors relative to the administration of these Chapter 11 Cases; c. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; d. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; e. assist the Committee in its investigation of the liens and claims of the holders of the Debtors' pre-petition debt and the prosecution of any claims or causes of action revealed by such investigation; f. assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, sale of assets, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; g. assist and advise the Committee as to its communications to unsecured creditors regarding significant matters in these Chapter 11 Cases; h. represent the Committee at hearings and other proceedings; i. review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; j. assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; k. prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and l. perform other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Lowenstein Sandler will be paid at these hourly rates: Partners $575-$1,150 Senior Counsel and Counsel $405-$700 Associates $300-$575 Paralegals and Assistants $115-$300 Lowenstein Sandler has agreed to discount its hourly rates by 10% as a courtesy to the Committee. Lowenstein Sandler will also be reimbursed for reasonable out-of-pocket expenses incurred. S. Jason Teele, Esq., partner of the law firm of Lowenstein Sandler LLP, 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. Lowenstein Sandler can be reached at: S. Jason Teele, Esq. Lowenstein Sandler LLP 65 Livingston Avenue Roseland, NJ 07068 Phone: (973)597-2346 Fax: (973)597-2400 E-mail: steele@lowenstein.com About Bear Metallurgical and Gulf Chemical   Bear Metallurgical Co. and Gulf Chemical & Metallurgical Corp. filed chapter 11 petitions (Bankr. W. D. Pa. Lead Case No. 16-22192) on June 14, 2016.   The petitions were signed by Eric Caridroit, chief executive officer. The cases are assigned to Judge Jeffery A. Deller.   At the time of the filing, Bear Metallurgical estimated assets and debts to be between $1 million and $10 million. Gulf Chemical estimated assets and debts to be between $100 million and $500 million.   The Office of the United States Trustee appointed an official committee of unsecured creditors on June 30, 2016. The Committee retained Fox Rothschild LLP and Lowenstein Sandler LLP as counsel; and Province, Inc. as financial advisor.   Counsel for Comilog Holdings, Gulf's parent company and Bear's indirect parent company, are John M. Steiner, Esq. , and Patrick W. Carothers, Esq., at Leech Tishman Fuscaldo & Lampl, LLC. HALCON RESOURCES: Unsecureds to Recoup 100% Under Plan ------------------------------------------------------ Halcon Resources Corporation, et al., filed with the U.S. Bankruptcy Court for the District of Delaware a disclosure statement to the joint prepackaged plan of reorganization dated June 20, 2016, which proposes that holders Class 8 General Unsecured Claims recover 100%. On and after the Effective Date, the Debtors or Reorganized Debtors, as applicable, will continue to pay or dispute each general unsecured claim in the ordinary course of business as if the Chapter 11 cases had never been commenced; provided, however, that if the unsecured note claims class is a rejecting class then the distributions to be received by the General Unsecured Claims will be modified so as to comply with Section 1129(b) of the U.S. Bankruptcy Code, subject to the consenting third lien noteholders' rights under Section 9 of the Restructuring Support Agreement. At the option of the Debtors, any cash payment to be made under the Plan may be made by a check or wire transfer or as otherwise required or provided in applicable agreements. To address their working capital needs and fund their reorganization efforts, the Debtors require the use of cash subject to liens granted in favor of the holders of the revolving credit agreement lenders, the second lien noteholders and the third lien noteholders, pursuant to the guarantee and collateral agreement, the second lien security agreement and the third lien security agreement. On the Petition Date, the Debtors intend to seek authority from the Bankruptcy Court to continue to use the Cash Collateral in the ordinary course of business subject to certain restrictions. The Debtors may elect to seek funding for the Chapter 11 cases by means of DIP Financing, which may include a roll-up of some or all of the revolving credit facility. The Disclosure Statement is available at: http://bankrupt.com/misc/deb16-11724-17.pdf The Joint Prepackaged Plan was filed by the Debtors' counsel: Gary T. Holtzer, Esq. Joseph H. Smolinsky, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 E-mail: gary.holtzer@weil.com joseph.smolinsky@weil.com - and - Robert S. Brady, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: rbrady@ycst.com About Halcon Resources Halcon Resources Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States. Halcon Resources and 21 of its subsidiaries each filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 16-11724 through 16-11745) on July 27, 2016. The petitions were signed by Stephen W. Herod as president. The Debtors listed assets of $2.84 billion and debts of $3.14 billion as of March 31, 2016. The Debtors have hired Young Conaway Stargatt & Taylor, LLP and Weil, Gotshal & Manges LLP as co-counsel; PJT Partners LP as investment banker; Alvarez & Marsal North America, LLC as restructuring advisor; and Epiq Bankruptcy Solutions, LLC as claims, noticing and solicitation agent. HEBREW HEALTH: Case Summary & Largest Unsecured Creditors --------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Hebrew Health Care, Inc. 16-21311 1 Abrahms Boulevard West Hartford, CT 06117 Hebrew Life Choices, Inc. 16-21312 aka Hoffman SummerWood Community 160 Simsbury Road West Hartford, CT 06117 Hebrew Community Services, Inc. 16-21313 1 Abrahms Boulevard West Hartford, CT 06117 Hebrew Home and Hospital, Incorporated 16-21314 1 Abrahms Boulevard West Hartford, CT 06117 Type of Business: Health Care Chapter 11 Petition Date: August 15, 2016 Court: United States Bankruptcy Court District of Connecticut (Hartford) Judge: Hon. Ann M. Nevins Debtors' Counsel: Elizabeth J. Austin, Esq. PULLMAN AND COMLEY, LLC 850 Main Street P.O. Box 7006 Bridgeport, CT 06601-7006 Tel: (203) 330-2000 E-mail: eaustin@pullcom.com Estimated Estimated Assets Liabilities ---------- ----------- Hebrew Health Care, Inc. $1M-$10M $100K-$500K Hebrew Life Choices, Inc. $10M-$50M $10M-$50M Hebrew Community Services, Inc. $500K-$1M $100K-$500K Hebrew Home and Hospital $1M-$10M $10M-$50M The petitions were signed by Bonnie Gauthier, CEO. A. Hebrew Health Care, Inc.'s List of Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Expense Consulting, Ltd. $2,577 Attn Officer, General or Managing Agent 811 Blue Hills Avenue Bloomfield, CT 06002 B. Hebrew Life Choices's List of 16 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ TD Bank , N.A. $28,937 New Wave Industries, Inc. $4,125 HCS ALSA Services $3,160 Lifeline - Philips Lifeline $2,275 Dargene Provisions $1,911 West Side Foods, Inc. $1,126 Freshpoint $1,118 The Hartford Courant $1,020 Fire Protection Testing Inc. $650 YP $585 Happy Chef $582 The Russell Hall Co. $480 Unum Life Ins. $431 Company of North America O'Konis Electric, LLC $428 Earthlink Business $381 Docusource $277 Leasing- DeLage Landen Finan. Philadelphia, PA C. Hebrew Community Services' List of 7 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ The Retreat $42,877 Unemployment $17,827 Compensation c/o CT DOL YP $498 Earthlink Business $123 Visiting Hair Stylists $64 Allen Design Associates $50 Docusource Leasing $40 - A Program of DeLage Landen Financial Services D. Hebrew Home and Hospital's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Department of $1,069,965 Revenue Svs Provider Tax Attn Officer, General or Managing Agent 25 Sigourney Street Hartford, CT 06102-5089 Morrison $956,424 Management Specialists Attn Officer, General or Managing Agent 5801 Peachtree Dunwoody Road Atlanta, GA 30342 McKesson Drug $401,943 Company Attn Officer, General or Managing Agent P.O. Boxx 848442 Dallas, TX 75284-8442 Maxor Plus $227,014 Eversource $148,847 AETNA Large Case Pension $111,023 Crowe Horwath LLP $103,442 Rogin Nassau LLC $93,595 WFB, NA CMS $90,914 Medline Industries, Inc. $89,924 Workers Compensation Trust $86,688 Siegel, O'Connor, $61,623 O'Donnell & Beck PC Metropolitan District $60,741 Unemployment $60,562 Comp. c/o Dept of Labor Wiggin & Dana LLP $57,696 Laborer's Union Pension Fund $57,266 ArjoHuntleigh, Inc. $53,627 Errico Brothers Landscaping $51,698 Connecticut Natural $48,552 Gas Corporation Kroll, McNamara, $46,649 Evans & Delahanty LLP Iron Mountain Records Management $40,813 HOVBROS PROPERTIES: Hires Ciardi Ciardi & Astin as Counsel ---------------------------------------------------------- HovBros Properties, LLC seeks authorization from the U.S. Bankruptcy Court for the District of New Jersey to employ Ciardi Ciardi & Astin as counsel for the Debtor-in-Possession. The Debtor requires the Ciardi Ciardi & Astin to: a. give legal advice to the Debtor with respect to its powers and duties as Debtor-in-Possession; b. prepare all motions, applications, answers, orders, reports & other legal papers as necessary; and c. perform all other legal services for the Debtor. Ciardi Ciardi & Astin will be paid at these hourly rates: Partners $485-$545 Of-Counsel $385-$450 Associates $250-$300 Paralegals $120-$180 Ciardi Ciardi & Astin will also be reimbursed for reasonable out-of-pocket expenses incurred. Albert A. Ciardi, III, Esq., member with the firm of Ciardi Ciardi & Astin, 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 Debtor and its estates. Ciardi Ciardi & Astin may be reached at: Albert A. Ciardi, III, Esq. Jennifer C. MacEntee, Esq. Ciardi Ciardi & Astin One Commerce Square, Suite 3500 2005 Market Street Philadelphia, PA 19103 Telephone: 215-557-3550 Facsimile: 215-557-3551 About HovBros Properties, LLC HovBros Properties, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 16-23930) on June 20, 2016. Hon. Jerrold N. Poslusny Jr. presides over the case. Ciardi Ciardi & Astin represents the Debtor as counsel. In its petition, the Debtor estimated $100,000 to $500,000 in assets and $10 million to $50 million in liabilities. The petition was signed by Peter Hovnanian, managing member. ICMFG & ASSOCIATES: Hires Stichter Riedel as Counsel ---------------------------------------------------- ICMFG & Associates, Inc., seeks authorization from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stichter, Riedel, Blain & Postler, PA as counsel for the Debtor in Possession, nunc pro tunc to the July 29, 2016. The Debtor requires Stichter Riedel to: a. render legal advice with respect to the Debtor's powers and duties as debtor in possession, and the continued management of the Debtor's property; b. prepare on behalf of the Debtor necessary motions, applications, orders, reports, pleadings, and other legal papers; c. appear before this Court and the United States Trustee to represent and protect the interests of the Debtor; d. assist with and participating in negotiations with creditors and other parties in interest in formulating a chapter 11 plan, drafting such a plan and a related disclosure statement, and taking necessary legal steps to confirm such a plan; e. represent the Debtor in all adversary proceedings, contested matters, and matters involving administration of this case; f. represent the Debtor in negotiations with potential financing sources and preparing contracts, security instruments, or other documents necessary to obtain financing; and g. perform all other legal services that may be necessary for the proper preservation and administration of this Chapter 11 case. The Debtor has agreed to compensate Stichter Riedel on an hourly basis in this case in accordance with Stichter Riedel's ordinary and customary rates which are in effect on the date the services are rendered. The Debtor understands that Stichter Riedel's hourly rates are subject to periodic adjustments to reflect economic and other conditions. Stichter Riedel received the aggregate sum of $25,000.00 on account of prepetition services and as a retainer for postpetition services. Susan Heath Sharp, attorney of the law firm of Stichter, Riedel, Blain & Postler, PA , 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 Debtor and its estates. Stichter Riede may be reached at: Susan Heath Sharp, Esq. Stichter, Riedel, Blain & Postler, PA 110 East Madison Street, Suite 200 Tampa, FL 33602 Phone: (813)229-0144 Fax: (813) 229-1811 E-mail: sshrp@srbo.com About ICMFG & Associates, Inc. ICMFG & Associates, Inc. filed a Chapter 11 bankruptcy petition (Bankr. M.D.Fla. Case No. 16-06552) on July 29, 2016. Stichter, Riedel, Blain & Postler, PA represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The petition was signed Michael Doyle, president. INTREPID POTASH: Covenant Problems Raises Going Concern Doubt ------------------------------------------------------------- Intrepid Potash, Inc., filed with the Securities and Exchange Commission its amended quarterly report on Form 10-Q/A-1 disclosing a net loss of $13.40 million on 51.84 million of sales for the three months ended June 30, 2016, compared to a net loss of $4.94 million on $73.65 million of sales for the same period in 2015. For the six months ended June 30, 2016, the Company reported a net loss of $31.82 million on $125.12 million of sales compared to net income of $1.59 million on $190.67 million of sales for the six months ended June 30, 2015. As of June 30, 2016, the Company had $599.20 million in total assets, $202.92 million in total liabilities and $396.28 million in total stockholders' equity. The holders of the Company's senior notes have agreed to waive until September 30, 2016, the requirement under the terms of the senior notes that the Company will comply with certain financial covenants for the first and second quarters of 2016. If current market conditions continue, the Company anticipates that its adjusted EBITDA (earnings before interest, income taxes, depreciation, amortization, and certain other expenses, as defined in the credit facility) will not be sufficient for them to return to compliance with these covenants through 2016. As a result, the Company is working with its lenders and evaluating its options, which could include additional covenant amendments, waivers, or forbearances, alternative financing arrangements, a possible further reduction in the amount of the credit facility, and a possible reduction of Company's outstanding debt, which may include the payment of prepayment penalties. The Company has reached an agreement in principle regarding revised terms of its senior notes and has received a commitment letter from a third-party lender for a new credit facility to replace its existing credit facility, subject to various conditions, including that the revised terms of the agreement between the Company and the holders of its senior notes be satisfactory to the third-party lender. The Company is working towards completing documentation to close these transactions by September 30, 2016. However, if the Company is unable to reach definitive agreements, its continued failure to comply with these covenants after September 30, 2016, will result in an event of default under the terms of the senior notes and the credit facility that, if not cured or waived, could result in the acceleration of all outstanding indebtedness, including the acceleration of its senior notes and any amounts outstanding under the credit facility. If the lenders were to make such a demand for repayment, the Company would be unable to pay the obligations as they do not have existing facilities or sufficient cash on hand to satisfy these obligations. With this material uncertainty surrounding compliance with the Company's debt covenants, declining revenues, lower-of-cost-or-market inventory adjustments, and negative cash flows from operations, there is substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q/A-1 is available for free at: https://is.gd/Wweqz6 About Intrepid Intrepid Potash -- http://www.intrepidpotash.com/-- is the only U.S. producer of muriate of potash and supplied approximately 9% of the country's annual consumption in 2015. Potash is applied as an essential nutrient for healthy crop development, utilized in several industrial applications and used as an ingredient in animal feed. Intrepid also produces a specialty fertilizer, Trio(R), which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. Intrepid serves diverse customers in markets where a logistical advantage exists; and is a leader in the utilization of solar evaporation production, one of the lowest cost, environmentally friendly production methods for potash. After the idling of its West mine in July 2016, Intrepid's production will come from three solar solution potash facilities and one conventional underground Trio(R) mine. IPAYMENT INC: S&P Lowers CCR to 'CCC' on Refinancing Risk --------------------------------------------------------- S&P Global Ratings said it lowered its corporate credit rating on New York City-headquartered iPayment Inc. to 'CCC' from 'B-'. The outlook is negative. S&P also lowered the issue-level rating to 'CCC+' from 'B' on the company's first-lien credit facilities in accordance with S&P's notching criteria. The recovery rating remains '2', indicating S&P's expectation of substantial (70%-90%; upper half of the range) recovery in the event of default. In addition, S&P lowered the issue-level rating on the company's second-lien senior secured notes as well as the senior unsecured notes to 'CC' from 'CCC'. The recovery rating remains '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of default. "The rating actions reflect iPayment's significant near-term refinancing risk and relatively subdued recent trend of operating erformance, with high leverage, weak liquidity, low free cash flow to debt, and increasing risk of capital structure unsustainability," said S&P Global Ratings credit analyst Peter Bourdon. The downgrade also reflects S&P's view that the company will default without an unforeseen positive development over the next 12 months. The negative outlook reflects S&P's assessment of iPayment's weak liquidity profile, with significant near-term debt maturities and narrow flexibility under its credit facility's financial maintenance covenant. JADECO CONSTRUCTION: Court OKs Public Auction for Equipment ----------------------------------------------------------- Judge Robert E. Grossman of the U.S. Bankruptcy Court for the Eastern District of New York authorized Jadeco Construction Corp. to sell to certain of its equipment and vehicles at a public sale to the highest or best bidder. The sale is free and clear of all liens. A hearing on the Sale Motion was held on Aug. 8, 2016. Gold Coast Bank has asserted liens on all of the Assets. Komatsu Financial and Mercedes-Benz Financial have also asserted liens on certain of the Assets. All liens on the Assets will attach to the proceeds from the sale of the Assets in the same order and priority as they presently exist. The proceeds from the sale of the Assets will be held in escrow by counsel for the Debtor until further order of the Court. About Jadeco Construction Jadeco Construction Corp. is a New York corporation which has been engaged in the business of providing labor, material and services for asphalt and concrete paving for roadwork, curbs and sidewalks. Its customers have generally been municipalities, including the town of Smithtown. It has worked under contracts with Smithtown since it was founded in 1994. Jadeco sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-71508) on April 6, 2016, as a result of Smithtown's failure to pay the Debtor. The petition was signed by Jacinto Dealmeida, president. The case is assigned to Judge Robert E. Grossman. The Debtor is represented by Joel M. Shafferman, Esq., at the Shafferman & Feldman LLP. The Debtor estimated assets of $0 to $50,000 and debt of $1 million to $10 million. Since the filing of its petition, the Debtor has continued in the management and control of its business and property as debtor-in-possession pursuant to Sections 1107 and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in the Debtor's case. No creditors' committee has been appointed. JOHN Q. HAMMONS: Hires HVS for Appraisal and Consulting Services ---------------------------------------------------------------- John Q. Hammons Fall 2006 and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Kansas to employ TS Worldwide, LLC d/b/a HVS to provide appraisal and consulting services The Debtors tell the Court that HVS is familiar with the Debtors' business operations and their hotels. HVS has obtained valuable institutional knowledge of the Debtors' operations and hotels as a result of its engagement on behalf of the Debtors prior to the Commencement Date. The Debtors require HVS to initially provide appraisals of the fair market value of 25 of the 35 hotels owned and operated by the Debtors. HVS will also provide consulting services with respect to the Debtors' hotels and may, if so designated, provide expert testimony in these chapter 11 cases. HVS may also appraise the remainder of the Debtors hotels after the initial 25 hotels project is completed on terms to be decided hereafter. For Consulting Services, HVS will be paid at these hourly rates: Managing Director $500 Senior Vice President $400 Vice President $300 Senior Associate $250 Associate $200 For Appraisal Services, HVS intends to charge a flat fee of $7,500 per hotel appraised, totaling $187,500. Of that amount, the Debtors will pay HVS a retainer of $120,000 and will pay the remaining $67,500 to HVS once the appraisals are completed and delivered to Debtors' counsel in final form. HVS will also be reimbursed for reasonable out-of-pocket expenses incurred. Anne R. Lloyd-Jones, senior managing director of TS Worldwide, LLC d/b/a HVS, 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 Debtor and its estates. HVS may be reached at: Anne R. Lloyd-Jones TS Worldwide, LLC d/b/a HVS 369 Willis Avenue Mineola, NY 11501 Tel: +1 (516)248-8828 ext. 208 E-mail: alloyd-jones@hvs.com About John Q. Hammons Hotels & Resorts Springfield, Mo.-based John Q. Hammons Hotels & Resorts (JQH) -- http://www.jqhhotels.com/ -- isa private, independent owner and manager of hotels in the United States, representing brands such as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG, Chateau on the Lake Resort / Spa & Convention Center, and Plaza Hotels Collection. It has portfolio of 35 hotels representing approximately 8,500 guest rooms/suites in 16 states. John Q. Hammons Hotels & Resorts on June 27, 2016, disclosed that the family of companies, the Revocable Trust of John Q. Hammons, and their related affiliates, filed voluntary petitions (Bankr. D. Kan. Case No. 16-21139 to Case No. 16-21208) to restructure under Chapter 11 of the U.S. Bankruptcy Code in Kansas City. The Debtors are represented by Mark A. Shaiken, Esq., Mark S. Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard Street LLP, in Kansas City, Missouri. The Debtors' conflict counsel is Victor F Weber, Esq., at Merrick Baker and Strauss PC, in Kansas City, Missouri. At the time of filing, the Debtors had $100 million to $500 million in estimated assets and $100 million to $500 million in estimated liabilities. The petitions were signed by Greggory D Groves, vice president. KENNETH LEONARD DYMMEL: Approval of Disclosure Statement Stayed --------------------------------------------------------------- In the case captioned In re: KENNETH LEONARD DYMMEL AND RUTH ELIZABETH DYMMEL, Chapter 11, Debtors, Case No. 2:15-bk-12558-RK (Bankr. C.D. Cal.), Judge Robert Kwan of the United States Bankruptcy Court for the Central District of California, Los Angeles Division, stayed the Order Approving Third Amended Disclosure Statement (Corrected/Final), filed on July 21, 2016, until further order. Judge Kwan found that the debtors by their counsel had lodged the order approving the corrected Third Amended Disclosure Statement without resolving the objection of Creditor East/West Bank, which necessitates this order setting the objection for hearing and staying the order approving the corrected Third Amended Disclosure Statement because the court approved the order lodged by Mr. Aronson on the incorrect assumption that all issues relating to the corrected Third Amended Disclosure Statement had been resolved. A full-text copy of Judge Kwan's August 1, 2016 order is available at https://is.gd/WJcPKL from Leagle.com. Kenneth Leonard Dymmel is represented by: Robert M. Aronson, Esq. Law Office of Robert M. Aronson 444 S. Flower St., Suite 1700 Los Angeles, CA 90071 Tel: (213) 688-8945 Fax: (213) 688-8948 Email: robert@aronsonlawgroup.com United States Trustee, U.S. Trustee, is represented by: Alvin Mar, Esq. OFFICE OF THE UNITED STATES TRUSTEE 915 Wilshire Blvd., Suite 1850 Los Angeles, CA 90017 Tel: (213)894-6811 KLEEN LAUNDRY: Hires Ford & McPartlin as Attorneys -------------------------------------------------- Klein Laundry and Dry-cleaning Services, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of New Hampshire to employ Ford & McPartlin, PA as attorneys for the Debtor. The Debtor requires the Firm to: a. advise the Debtor with respect to its powers and duties as Debtor-in-possession; b. represent the Debtor at hearings and matters pertaining to its affairs as Debtor and Debtor-in-Possession; c. attend meetings and negotiating with representatives of the Debtor's creditors and other parties-in-interest, as well as responding to creditors inquiries; d. take all necessary action to protect and preserve the Debtor's estate; e. prepare on behalf of the Debtor all necessary and appropriate motions, applications, answers, orders, reports and papers necessary to the administration of the estate; f. review applications and motions filed in connection with this case; g. negotiate and preparing on the Debtor's behalf a plan of reorganization, disclosure statement, and all related agreements and/or documents, and taking any necessary action on behalf of the Debtor to obtain confirmation of such plan; h. advise the Debtor in connection with any potential sale of assets or business, or in connection with any strategic planning; i. review and evaluate the Debtor's executory contracts and unexpired leases, and representing the Debtor in connection with the rejection, assumption, or assignment of such leases; j. consult with and advise the Debtor regarding labor and employment matters; k. represent the Debtor in connection with any adversary proceedings or automatic stay litigation which may be commenced by or against the Debtor; l. review and analyze various claims of the Debtor's creditors and the treatment of such claims, and preparing, filing or prosecuting any objections thereto; and m. perform other necessary legal services and providing other necessary legal advice to the Debtor in connection with this Chapter 11 case. The Debtor will compensate Counsel in accordance with its standard applicable hourly rates, upon application to this Court in accordance with any orders of this Court and the provisions of the Code and Bankruptcy Rules. Edmond J. Ford, member of the law firm of Ford & McPartlin, PA, 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 Debtor and its estates. Ford & McPartlin may be reached at: Edmond J. Ford, Esq. Ford & McPartlin, PA 10 Pleasant Street, Suite 400 Portsmouth, NH 03801-4551 Phone: (603)433-2002 Fax: (603)443-2122 E-mail: eford@fordlaw.com About Kleen Laundry and Drycleaning Services Kleen Laundry and Drycleaning Services, Inc. filed a chapter 11 petition (Bankr. D.N.H. Case No. 16-11079) on July 25, 2016. The Debtor is represented by Richard J. McPartlin, Esq. and Edmond J. Ford, Esq., at Ford & McPartlin, P.A. L. SCOTT APPAREL: Sharron et al Breached Loan as of Petition Date ------------------------------------------------------------------ Judge Robert Kwan of the United States Bankruptcy Court for the Central District of California, Los Angeles Division, has issued a separate statement of decision in support of the orders granting in part and denying in part the request of Howard Grobstein, as liquidating trustee of L. Scott Apparel, Inc., for issuance of writs of attachment against the defendants Lowell S. Sharron and Beyond Basics, LLC dba Daily Threads. Judge Kwan determined that the date of the breach by the defendants of their obligations to pay loans back to the debtor, giving rise to attach is the date that the debtor, L. Scott Apparel, became insolvent on June 19, 2013 -- the date of the filing of the date of the involuntary bankruptcy petition. The bankruptcy case is In re: L. SCOTT APPAREL, INC., Chapter 11, Debtor, Case No. 2:13-bk-26021-RK (Bankr. C.D. Cal.). A full-text copy of Judge Kwan's August 8, 2016 statement is available at https://is.gd/j0NOUO from Leagle.com. Howard Grobstein as Liquidating Trustee of L. Scott Apparel Inc., is represented by: Brian L Davidoff, Esq. Courtney E Pozmantier, Esq. Lori L Werderitch, Esq. GREENBERG GLUSKER 1900 Avenue of the Stars, 21st Floor Los Angeles, CA 90067 Tel: (310)553-3610 Email: bdavidoff@greenbergglusker.com cpozmantier@greenbergglusker.com lwerderitch@greenbergglusker.com Lowell S. Sharron is represented by: Lloyd S Mann, Esq. 15233 Ventura Bld, Suite 714 Sherman Oaks, CA 91403 Tel: (818)789-0510 Fax: (818)789-0518 LAST CALL GUARANTOR: Has Until Aug. 19 to Use Cash Collateral ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Last Call Guarantor, LLC and its affiliated Debtors to use cash collateral on an interim basis, until Aug. 19, 2016. The approved Budget provided for total disbursements in the amount of $3,204,382. The Court acknowledged that if the Debtors' use of cash collateral were not granted, the Debtors would not have sufficient working capital and liquidity to continue their operations. The secured parties were granted first priority replacement liens and security interests in all the Debtor's assets and their proceeds, in the same extent, priority and enforceability that the secured parties held on the prepetition collateral as of the Petition Date. The First Lien Lenders and Second Lien Lenders were granted first priority liens and second priority liens, respectively, and security interests, by each of the Debtors in all of their unencumbered assets, and any proceeds from the disposition of any unencumbered asset, or any asset which did not constitute prepetition collateral. The secured parties were granted an allowed super-priority administrative expense claim against each Debtor and its respective estate to the extent of any diminution in the prepetition collateral, subject to the Carve-Out, which consists of any unpaid fees due and owing to the United States Trustee and Clerk of the Bankruptcy Court. The Debtors were directed to pay up to $95,000 in fees and expenses incurred by professionals retained by the First Lien Agent. The Debtors' Motion is scheduled for hearing on Aug. 19, 2016 at 11:00 a.m. The deadline for the filing of objections to the Debtors' Motion is set on Aug. 17, 2016 at 4:00 p.m. A full-text copy of the Interim Order, dated Aug. 12, 2016, is available at https://is.gd/MhjYEM A full-text copy of the approved Budget, dated Aug. 12, 2016, is available at https://is.gd/HzAn4v About Last Call Guarantor Headquartered in Dallas, Texas, and with operations in 25 states, Last Call Guarantor, LLC, et al., own and operate sports bar and casual family-dining restaurants under three well-recognized concepts, namely Fox & Hound, Bailey's Sports Grille, and Champps. They operate 48 Fox & Hound locations, nine Bailey's locations, and 23 Champps locations. They have franchise agreements with five franchisees for Champps Restaurants. The Company has more than 4,700 full and part-time employees. On Aug. 10, 2016, each of Last Call Guarantor, LLC, Last Call Holding Co. I, Inc., Last Call Operating Co. I, Inc., F&H Restaurants IP, Inc., KS Last Call Inc., Last Call Holding Co. II, Inc., Last Call Operating Co. II, Inc., Champps Restaurants IP, Inc. and MD Last Call Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case Nos. 16-11844 to 16-11852). The petitions were signed by Roy Messing, the CRO. Last Call Guarantor estimated assets in the range of $10 million to $50 million and liabilities of $100 million to $500 million. Dennis A. Meloro, Esq., Nancy A. Mitchell, Esq., Nancy A. Peterman, Esq., Matthew Hinker, Esq., and John D. Elrod, Esq., at Greenberg Traurig, LLP represent the Debtors as counsel. Judge Kevin Gross is assigned to the cases. LDI MANAGEMENT: Wants to Use IRS Cash Collateral ------------------------------------------------ LDI Management, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Texas for authorization to use cash collateral. The IRS asserts that the Debtor is indebted for 940 and 941 taxes for periods ending September 2014 through September 2015, with the unpaid balance of $201,292. The IRS further asserts that the IRS Indebtedness is secured by liens on certain of the Debtor's assets as identified by its Form 668 Notices of Federal Tax Liens. The IRS adds that the collateral, together with its proceeds and revenues, constitute cash collateral. The Debtor believes that the IRS is the only entity that has an interest in the cash collateral. The Debtor tells the Court that it must use the cash collateral to operate its business after the Petition Date and until confirmation of a reorganization plan. The Debtor's proposed monthly Cash Collateral Budget provides for total payroll expenses in the amount of $66,940 and total expenses in the amount of $6,701. The Debtor proposes to grant the IRS with adequate protection: (1) The Debtor will submit to the Secured Creditor copies of all monthly reports required to be made to the United States Trustee, all filings made by the Debtor with the Court, and all notices of hearings in the Reorganization Case, which may be made via e-mail or ECF filing notice. (2) The Debtor will maintain its Debtor-in-Possession account in accordance with the orders of the Court applicable thereto and/or in accordance with the regulations of the Office of the United States Trustee. (3) The Debtor will give the IRS proof of insurance coverage and maintain same on the tangible portions of the Collateral. (4) The Debtor will stay current on all post-petition tax obligations. (5) The IRS will be granted a general and continuing lien upon and security interest in and to all of the Debtor's right, title, and interests in, to, and against the IRS’s collateral, acquired by the Debtor after the Petition Date. A full-text copy of the Debtor's Motion, dated August 12, 2016, is available at https://is.gd/Ldy9dZ A full-text copy of the approved Budget, dated August 12, 2016, is available at https://is.gd/DOduvm LDI Management is represented by: Mark A. Castillo, Esq. Joshua L. Shepherd, Esq. Bryan C. Assink, Esq. CURTIS CASTILLO PC 901 Main Street, Suite 6515 Dallas, Texas 75202 Telephone: (214) 752-2222 E-mail: mcastillo@curtislaw.net jshepherd@curtislaw.net bassink@curtislaw.net About LDI Management LDI Management, Inc. filed a chapter 11 petition (Bankr. E.D. Tex. Case No. 16-60485-11) on Aug. 4, 2016. The Debtor is represented by Mark A. Castillo, Esq., Joshua L. Shepherd, Esq., and Bryan C. Assink, at Curtis Castillo PC. The Debtor provides medical services to certain residents of The Linderian Company, Ltd., which operates a skilled nursing facility in Longview, Texas by the name of Summer Meadows. LOUISIANA CRANE: Hires Taylor Porter as Special Counsel ------------------------------------------------------- Louisiana Crane & Construction, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Taylor Porter Brooks & Phillips, LLP as special counsel for estate. The Debtor seeks to hire the law firm of Taylor, Porter, Brooks & Phillips, LLC as special counsel with regard to certain distinct, specified matters which commenced prior to the bankruptcy filing. The Debtor requires Taylor Porter to render specific legal services to the Debtor, namely to continue its work on the outstanding issues surrounding the IRS tax lien, ongoing negotiations with certain equipment lenders and all aspects of the lending relationship with Amegy, prospective DIP lender, in a manner consistent with an attorney’s duties and obligations had no bankruptcy case been filed. Taylor Porter will be paid at these hourly rates: Brett P. Furr $375 Michael Crawford $355 John F. McDermott $375 Kelly R. Dick, Jr. $225 Paralegals $130 In House Abstractor $130 Michael Crawford, partner with Taylor Porter Brooks & Phillips, LLP, assured the Court that the firm not represent any interest adverse to the Debtor and its estates. Taylor Porter may be reached at: Michael Crawford, Esq. Taylor Porter Brooks & Phillips, LLP 8th Floor, 450 Laurel Street Baton Rouge, LA 70801 Tel: 225.381.0201 Fax: 225.346.8049 E-mail: mike.crawford@taylorporter.com About Louisiana Crane   Headquartered in Eunice, Louisiana, Louisiana Crane & Construction, LLC, fka Louisiana Crane Company, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. La. Case No. 16-50876) on June 27, 2016, estimating its assets at up to $50,000 and its liabilities at between $10 million and $50 million. The petition was signed by Douglas D. Marcantel, chief financial officer.   Judge Robert Summerhays presides over the case.   Michael A. Crawford, Esq., who has an office in Baton Rouge, Louisiana, and Barry W. Miller, Esq., at Heller, Draper, Patrick, Horn & Dabney, LLC, serve as the Debtor's bankruptcy counsel. LOUISIANA CRANE: Hires Three Rivers for Restructuring & Finance --------------------------------------------------------------- Louisiana Crane & Construction, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Three Rivers Capital, LLC for restructuring, management and financial advisory services, nunc pro tunc to June 27, 2016. Three Rivers Capital, LLC previously performed advisory services for the Debtor. The Debtor believes that the firm has the proper expertise, and is uniquely positioned, to assist the Debtor in its chapter 11 case in an efficient manner. Pursuant to the Engagement Letter, Three Rivers Capital will provide these services: a. Cash flow management; b. Asset conversions; c. Debt retirement; d. Developing strategies for improving liquidity and engaging in the implementation thereof; e. Serving as a liaison with the Debtor's secured creditors; f. Plan development; and g. Participating in other activities such as assistance in identification of cost reduction and operations improvement opportunities. Three Rivers Capital will bill $395.00 per hour or $3,950.00 daily. On June 22, 2016, the Debtor advanced Three Rivers Capital $15,000 to provide a retainer for services rendered or to be rendered, and for reimbursement of expenses incurred. Three Rivers Capital will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul T. Gariepy, Jr., owner of Three Rivers Capital, LLC, 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 Debtor and its estates. Three Rivers Capital may be reached at: Paul T. Gariepy, Jr. Three Rivers Capital, LLC 17 Poplar Drive Covington, LA 70433-4327 About Louisiana Crane   Headquartered in Eunice, Louisiana, Louisiana Crane & Construction, LLC, fka Louisiana Crane Company, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. La. Case No. 16-50876) on June 27, 2016, estimating its assets at up to $50,000 and its liabilities at between $10 million and $50 million. The petition was signed by Douglas D. Marcantel, chief financial officer.   Judge Robert Summerhays presides over the case. MARIA RODRIGUEZ: Sale of Berwyn Property for $400K Approved ----------------------------------------------------------- Judge Deborah Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Maria S. Rodriguez to sell property commonly known as 7142 Riverside Drive, Berwyn, Illinois to Ericka Pino and Predrag Milic for $400,000. The sale of property is free and clear of all liens, claims and interests to attach the proceeds of sale as provided in the order previously entered on June 9, 2016. The Court ordered Debtor to (a) pay a flat fee of $2,500 to be paid to James Jimenez from the proceeds of sale for transacting the sale, and (b) pay from or provide a credit against the proceeds of sale for the amounts due and owing on the mortgages and on account of real estate taxes and all other customary costs of sale for which Debtor-in-Possession is responsible under the contract. The order of June 9, 2016 is authorized to reflect that the prior sale of the Riverside property, which was approved therein, is revoked and canceled. The requested shortening of notice to seven days for the Motion and Order is approved. About Maria S. Rodriguez Maria S. Rodriguez is a licensed broker who engages in her business in the locale of the properties. Maria S. Rodriguez filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 16-11959) on April 7, 2016. Judge Deborah L. Thorne is assigned to the case. The Debtor estimated assets and liabilities in the range of $500,001 to $1,000,000. Bruce de'Medici serves as the Debtor's counsel. The petition was signed by Flora Sampang, member. MAXUS ENERGY: Creditors' Panel Hires BRG as Financial Advisor ------------------------------------------------------------- The Official Committee of Unsecured Creditors of Maxus Energy Corporation, et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Berkeley Research Group, LLC as financial advisor for the Committee, nunc pro tunc to June 15, 2016. The Committee requires BRG to: a. assist Counsel in conducting an investigation into potential claims that the Debtors (or any individual debtor) have or may have against YPF S.A. and affiliated entities, Repsol S.A. or any other third party based on "alter ego" or similar theories; b. in light of the results of the investigation identified above, evaluate the proposed settlement with YPF and provide assistance to Counsel with respect to any opposition to the proposed settlement or negotiation of any amendment or modification to the proposed settlement; c. evaluate indemnification and other obligations owed to Occidental Chemical Corporation an other creditors; d. evaluate claims for insurance coverage; e. advise and assist the Committee in its analysis of any proposed debtor in possession financing and the accompanying budget; f. assist and advise the Committee in the monitoring of the Debtors' and non-debtor affiliates' historical, current and projected financial affairs, including scheduled of assets and liabilities and statement of financial affairs; g. review the proposed payments of pre-petition expenses by the Debtors and perform procedures to ensure that the payments are appropriate; h. develop a periodic monitoring report to enable the Committee to effectively evaluate the Debtors' performance and operating activities on an ongoing basis; i. advise and assist the Committee and Counsel in reviewing and evaluating any court motions, applications, or other forms of relief filed or to be filed by the Debtors, or any other parties-in-interest; j. as required, prepare alternative business projections or valuations of the Debtors' business and assets; k. develop strategies to maximize recoveries from the Debtors' assets and advise and assist the Committee with respect to such strategies; l. evaluate any asset sales proposed by the Debtors; m. monitor the Debtors' claims management process, analyze claims including guarantee claims and priority claims and summarize claims by entity n. advise and assist the Committee in identifying and/or reviewing any pre-petition asset sale or other pre-petition transactions, preference payments, illegal dividends, fraudulent conveyances, and other potential causes of action that the Debtors' estates may hold against against insiders and/or third parties; o. analyze the Debtors' and non-Debtor affiliates' assets and analyze potential recoveries to creditor constituencies under various scenarios and prepare the associated recovery waterfall; p. review and provide analysis of any plan of reorganization and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any plan of reorganization proposed by the Committee; q. advise and assist the Committee in its assessment of the Debtors' employee needs and related costs including evaluation of any proposed KERP or KEIP plans; r. analyze intercompany and/or related party transactions of the Debtors and non-Debtor affiliates; s. advise and assist the Committee in the evaluation of the Debtors' contractual arrangements; t. attend Committee meetings, court hearings, and auctions as may be required; u. assist the Committee in the evaluation of the tax input impact of any proposed transactions; v. render other general services business consulting or assistance as the Committee or its counsel may been necessary, consistent with the role of a financial advisor; and w. perform other potential services, including: rendering expert testimony, issuing expert reports and or preparing litigation, valuation and forensic analyses that have not yet been identified but as may be requested from time to time by the Committee and Counsel. BRG will be paid at these hourly rates: Christopher Kearns $940 Edin Ordway $940 Rick Wright $665 Jonathan Emerson $425 Brian Park $275 Managing Director $650-$940 Director $450-$650 Professional Staff $275-$450 Support Staff $125-$250 BRG will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher Kearns, managing director and member of Berkeley Research Group, LLC d/b/a BRG Capstone, 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. BRG can be reached at: Christopher Kearns Berkeley Research Group, LLC d/b/a BRG Capstone 810 7th Avenue, 41st Floor New York, NY 10018 Tel: 212.782.1409 E-mail: ckearns@thinkbrg.com About Maxus Energy   Maxus Energy Corporation and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise.   The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MAXUS ENERGY: Creditors' Panel Hires Cole Schotz as Co-Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Maxus Energy Corporation, et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Cole Schotz PC as Delaware co-counsel for the Committee, nunc pro tunc to June 8, 2016. The Committee requires Cole Schotz to: a. serve as Delaware bankruptcy co-counsel to the Committee; b. serve as conflicts counsel to the Committee in conficts matters as designated by Schulte and the Committee, with powers including, but not limited to, the ability to litigate against and negotiate with entities against which Schulte is precluded from appearing adverse; c. provide legal advice with respect to the Committee's powers, rights, duties, and obligations in the Chapter 11 Cases; d. assist and advise the Committee in its consultations with the Debtors regarding the administration of the Chapter 11 Cases; e. assist the Committee in reviewing and negotiating terms for unsecured creditors with respect to (i) the use of cash collateral, (ii) any sale of substantially all of the Debtors' assets, including negotiating bid procedures and proposed asset purchase agreements, and (iii) other requests for relief which would impact unsecured creditors; f. advise the Committee on the corporate aspects of the Debtors' reorganization or liquidation and the plan(s) or other means to effect reorganization or liquidation as may be proposed in connection therewith, and participation in the formulation of any such plan(s) or means of implementing reorganization or liquidation, as necessary; g. take all necessary actions to protect and preserve the estate of the Debtors for the benefit of creditors, including the investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors, the investigation of the prior operation of the Debtors's business and the investigation and prosecution of estate claims, causes of action, and any other matters relevant to the Chapter 11 Cases; h. prepare on behalf of the Committee all necessary motions, applications, complaints, answers, orders, reports, papers and other pleadings and filings in connection with the Committees's duties in the Chapter 22 Cases; i. advise and represent the Committee inhering and other judicial proceedings in connection with all necessary motions, applications, objections and other pleadings, and otherwise protecting the interest of those presented by the Committee; and j. perform all other necessary legal service as may be required and authorized by the Committee that are in the best interest of general unsecured creditors. Cole Schotz will be paid at these hourly rates: Norman L. Pernick $840 J. Kate Stickles $695 Nicholas Brannick $395 Pauline Rakowiak $260 Kimberly Karstetter $235 Members $395-$850 Special Counsel $385-$480 Associates $195-$420 Paralegals $165-$270 Litigation Support Specialist $275-$375 Cole Schotz will also be reimbursed for reasonable out-of-pocket expenses incurred. Norman L. Pernick, member of the law firm of Cole Schotz PC, 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 following is provided in response to the request for additional information set forth in D1 of the U.S. Trustee's Appendix B Guidelines: -- Cole Schotz did not represent the Committee during the 12 months proceeding the filing go the Chapter 11 Cases. -- Cole Schotz is developing a budget and staffing plan for July 8, 2016 through May 31, 2017 that will be presented to the Committee for approval. Cole Schotz can be reached at: Norman L. Pernick, Esq. Cole Schotz PC 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Tel: 302-651-2000 Fax: 302-574-2100 E-mail: npernick@coleschotz.com About Maxus Energy   Maxus Energy Corporation and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise.   The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MAXUS ENERGY: Creditors' Panel Hires Schulte Roth as Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors of Maxus Energy Corporation, et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Schulte Roth & Zabel LLP as counsel for the Committee, nunc pro tunc to June 7, 2016. The Committee requires Schulte Roth to: a. administer these Chapter 11 Cases and exercise oversight with respect to the Debtors' affairs, including all issues in connection with the Debtors, the Committee, and these Chapter 11 Cases; b. prepare in behalf of the Committee on necessary applications, motions, memoranda, objections, orders, reports, and other legal papers; c. appear in Court, participate in litigation as a party-in-interest, and statutory meetings of creditors to represent the interest of the Committee; d. negotiate debtor-in-possession financing for the Debtors; e. negotiate, formulate, draft, and confirm of a plan of reorganization or liquidation and matters related thereto; f. negotiate and formulate any proposed sale of any of the Debtors' assets, including pursuant to section 363 of the Bankruptcy Code; g. investigate, directed by the Committee, of among other things, the assets, liabilities, and financial conditions of the Debtors, and prior transactions concerning the Debtors that may be relevant to these Chapter 11 Case (including those related to the settlement and release of the claims arising from those transactions); h. communicate with he Committee's constituents in furtherance of its responsibilities, including, but not limited to, communications required under section 1102 of the Bankruptcy Code; and i. perform 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 interest of those represented by the Committee. Schulte Roth will be paid at these hourly rates: Partners $890-$1,225 Counsel $890-$1,225 Special Counsel $850-$875 Associates $350-$875 Legal Assistants $205-$425 Schulte Roth will also be reimbursed for reasonable out-of-pocket expenses incurred. Adam C. Harris, partner with the law firm of Schulte Roth & Zabel LLP, 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 following is provided in response to the request for additional information set forth in D1 of the U.S. Trustee's Appendix B Guidelines: -- Schulte Roth did not represent the Committee before its formation on July 7, 2016. Schulte Roth's billing rates have not changed since the Petition Date. --Schulte Roth is developing a budget and staffing plan for July 7, 2016 through May 31, 2017 that will be presented to the Committee for approval. Schulte Roth can be reached at: Adam C. Harris, Esq. Schulte Roth & Zabel LLP 919 Third Avenue New York, NY 10022 Tel: +1 212.756.2253 E-mail: adam.harris@srz.com About Maxus Energy   Maxus Energy Corporation and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise.   The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MEG ENERGY: Bank Debt Trades at 9% Off -------------------------------------- Participations in a syndicated loan under MEG Energy Corp is a borrower traded in the secondary market at 91.46 cents-on-the-dollar during the week ended Friday, July 29, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.60 percentage points from the previous week. MEG Energy pays 275 basis points above LIBOR to borrow under the $1.287 billion facility. The bank loan matures on March 16, 2020 and carries Moody's 'B3' rating and Standard & Poor's 'BB+' rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended July 29. MENORAH CONGREGATION: Feldman, Loos Have $42,500 Secured Claims --------------------------------------------------------------- Judge Robert D. Drain of the United States Bankruptcy Court for the Southern District of New York held that the aggregate secured claim of the creditors, Ezra Feldman and Vladimir Loos, as of the confirmation date of Menorah Congregation and Religious Center's Amended Plan of Reorganization is $42,587.31 ($1,829,977.50 minus $1,785,325.69 minus $12,087). Menorah sought an order (a) determining the extent of the judicial liens held by the creditors on Menorah's real property located at 425 Old Falls Road, Woodbridge, New York 12789 (specifically, Menorah contends that most of the bungalows on the real property are personalty and, therefore, not subject to the creditors' judicial liens), and (b) fixing the allowed amount of the creditors' secured claims in the case after taking into account the real property's value, the allowed amount of claims secured by a senior lien on the real property, and costs chargeable against the creditors' interests in the real property. The bankruptcy case is In re: Menorah Congregation and Religious Center d/b/a Camp Menorah, Chapter 11, Debtor, Case No. 13-23976 (RDD) (Bankr. S.D.N.Y.). The adversary proceeding is Menorah Congregation and Religious Center d/b/a Camp Menorah, Plaintiff, v. Ezra Feldman and Vladimir Loos, Defendants, Adv. Pro. No. 15-08217 (RDD) (Bankr. S.D.N.Y.). A full-text copy of Judge Drain's August 5, 2016 memorandum is available at https://is.gd/W7QjhP from Leagle.com. Menorah Congregation and Religious Center d/b/a Camp Menorah si represented by: Leo Fox, Esq. 630 Third Avenue, 18th Floor New York, NY 10017 Tel: (212) 867-9595 Fax: (212) 949-1847 Email: leofox1947@aol.com Ezra Feldman is represented by: David Alexander Maho, Esq. Woodridge, NY 12789 Tel: (845)434-1516 Fax: (845)434-2524 METROTEK ELECTRICAL: Case Summary & 20 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Metrotek Electrical Services Company 96 State Route 173, Suite 1A Hampton, NJ 08827 Case No.: 16-25628 Chapter 11 Petition Date: August 15, 2016 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Christine M. Gravelle Debtor's Counsel: Allen I Gorski, Esq. GORSKI & KNOWLTON PC 311 Whitehorse Avenue, Suite A Hamilton, NJ 08610 Tel: 609-964-4000 Fax: 609-585-2553 E-mail: agorski@gorskiknowlton.com Total Assets: $641,184 Total Liabilities: $2.56 million The petition was signed by Reiner Jaeckle, chief operating officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/njb16-25628.pdf MILLENIUM SUPER STOP II: Proposes Cash Use Until November --------------------------------------------------------- Millennium Super Stop II, LLC, submitted to the U.S. Bankruptcy Court its proposed Interim Order and proposed Budget on the Joint Motion that it filed with Central Bank of Kansas City, concerning the use of cash collateral. The proposed Interim Order authorizes the Debtor to use the cash collateral of Central Bank of Kansas City. It grants Central Bank of Kansas City replacement liens in the collateral and its proceeds. The proposed Interim Order directs the Debtor to make an adequate protection payment to the Bank of Kansas City, in the amount of $4,000, one day after entry of the Interim Order. The proposed Budget covers the months of September 2016 through November 2016. The Budget provides for, among others, mortgage payments in the amount of $18,670 for each of the months of September 2016 and October 2016, and $13,780 for November 2016. A full-text copy of the proposed Interim Order, dated Aug. 12, 2016, is available at https://is.gd/6rFbG0 A full-text copy of the proposed Budget, dated Aug. 12, 2016, is available at https://is.gd/lOSTnY About Millennium Super Stop II Millennium Super Stop II, LLC, based in Kansas City, MO, filed a Chapter 11 petition (Bankr. W.D. Mo. Case No. 16-41972) on July 26, 2016. The Hon. Dennis R. Dow presides over the case. Nancy S. Jochens, Esq., at Jochens Law Office, serves as bankruptcy counsel. In its petition, the Debtor listed $3.01 million in assets and $1.90 million in liabilities. The petition was signed by Ray A. Perrin, member/manager. MOBILESMITH INC: Negative Cash Flows Raise Going Concern Doubt -------------------------------------------------------------- MobileSmith, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.99 million on $498,323 of total revenue for the three months ended June 30, 2016, compared to a net loss of $1.88 million on $407,545 of total revenue for the same period in 2015. As of June 30, 2016, MobileSmith Inc. had $1.66 million in total assets, $44.60 million in total liabilities and a total stockholders' deficit of $42.95 million. During the six months ended June 30, 2016 and 2015, the Company incurred net losses as well as negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://is.gd/4AAJj9 About MobileSmith, Inc. Raleigh, North Carolina-based MobileSmith, Inc. was incorporated as Smart Online, Inc. in 1993 and changed its name to MobileSmith, Inc. effective July 1, 2013. The company develops and markets software products and services tailored to users of mobile devices. Its flagship product, MobileSmith(R) Platform is an app development platform that enables organizations to rapidly create, deploy and manage custom, native smartphone and tablet apps deliverable across iOS and Android mobile platforms. MobileSmith reported a net loss of $7.71 million on $1.82 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of $7.33 million on $879,086 of total revenue for the year ended Dec. 31, 2014. As of March 31, 2016, MobileSmith Inc. had $1.41 million in total assets, $42.47 million in total liabilities and a total stockholders' deficit of $41.05 million. Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2015. These conditions, the auditors noted, raise substantial doubt about the Company's ability to continue as a going concern. MODULAR SPACE: S&P Lowers CCR to 'CCC' & Revises Watch to Negative ------------------------------------------------------------------ S&P Global Ratings said that it lowered its corporate credit and senior secured debt ratings on modular space provider Modular Space Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch status of the ratings to negative from developing. The downgrade is based on the uncertainty that Modular Space Corp. will be able to refinance its asset-based credit facility that matured in June 2016. The facility had been extended while the company was engaged in discussions with Algeco Scotsman Global S.a.r.l. for the companies to combine their North American modular space operations. However, those discussions were terminated on Aug. 15, 2016. S&P believes Modular Space is likely to default if it is not able to refinance this facility, as the company does not have enough sources of liquidity to repay this facility; $575 million was outstanding as of Sept. 30, 2015, the last reported information. S&P will resolve the CreditWatch placement when there is greater clarity as to the company's efforts to refinance its credit facility. S&P could affirm ratings if the company is able to do so. S&P would lower ratings further if it come to believe that the company will be unable to refinance the facility and is likely to default. MOXIAN INC: Cash Flow Problems Raises Substantial Doubt ------------------------------------------------------- Moxian, Inc., filed with the Securities and Exchange Commission its Form 10-Q report for the quarterly period ended June 30, 2016. Moxian posted $3.85 million net loss on $5,703 of revenues for the three months ended June 30, 2016, as compared to a net loss of $1.92 million on $18,187 of revenues reported for the same period a year ago. For the nine months ended June 30, 2016, the Company listed a net loss of $9.38 million on $18,645 of revenues, compared to a net loss of $4.06 million on $86,353 of revenues for the same period in the prior year. Moxian had total assets of $8.25 million, total liabilities of $3.80 million and stockholders' equity of $4.45 million at June 30, 2016. As of June 30, 2016, the Company's current liabilities exceeded the current assets by approximately $3.1 million and its accumulated deficits were approximately $20.6 million and the Company has incurred losses since inception, which raise substantial doubt about the ability to continue as a going concern. To maintain working capital sufficient to support the Company's operation and finance the future growth of its business, the Company has comprehensively considered the available sources of funds. The Company does not currently have sufficient cash or commitments for financing to sustain its operations for the next twelve months. The Company plans to increase the cash flows from an initial public offering ("IPO") and or other private placements. If the Company's IPO and private placements do not reach the level anticipated in its plan, and the Company is not able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all, the Company may be unable to implement its current plans for expansion, repay our debt obligations or respond to competitive pressures, any of which would have a material adverse effect on its business, prospects, financial condition and results of operations. A copy of the Company's Form 10-Q report is available at: https://is.gd/GwT1EY Guangdong, China-based Moxian, Inc., is in the O2O (Online-to-Offline) business. O2O means providing an online platform for small and medium sized enterprises (SMEs) with physical stores to conduct business online, interact with existing customers and obtain new customers. N.E. DESIGNS: Hires Creim Macias Koeng & Frey as Counsel -------------------------------------------------------- N.E. Designs, Inc., seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ Creim Macias Koeng & Frey, LLP as counsel. The Debtor requires Creim Macias to: a. advise the Debtor with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, FRBP, LBR and the office of the United States Trustee as they pertain to the Debtor; b. advise the Debtor with regard to certain rights and remedies of its bankruptcy estate and the rights, claims and interest of creditors; c. assist the Debtor with the negotiation, documentation and any necessary Court approval of transactions disposing of property of the estate; d. represent the Debtor in any proceeding or hearing in the Bankruptcy court involving the estate unless the Debtor is represented in such proceeding or hearing by other special counsel; e. conduct examination of witness, claimants or adverse parties and represent the Debtor in any advisory proceeding except to the extent that any such adversary proceeding is in an area outside of CMKF's expertise or which is beyond CMKF's staffing capabilities; f. prepare and assist the Debtor in the preparation or reports, applications, pleadings and orders including, but not limited to, applications to employ professionals, interim statements and operating reports, initial filing requirements, schedules and statement of financial affairs, financing pleadings and pleadings with respect to the Debtor's use, sale or lease of property outside the ordinary course of business; g. assist the Debtor in the negotiation, formulation, preparation and confirmation of a plan of reorganization/liquidation and the preparation and approval of a disclosure statement in respect of the plan; and h. perform any other services which may be appropriate in CMKF's representation of the Debtor during the Debtor's bankruptcy case. CMKF will be paid at these hourly rates: Sandford L. Frey $595 Stuart I. Koenig $595 Marta C. Wade $350 Kelli Nielsen $175 CMKF will receive a post-petition retainer of $35,000 Sandford L. Frey, partner of the law firm CMKF, 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 Debtor and its estates. CMKF may be reached at: Sandford L. Frey, Esq. Stuart I. Koenig, Esq. Creim Macias Koeng & Frey, LLP 633 West Fifth Street, 48th Floor Los Angeles, CA 90071 Tel: (213)614-1944 Fax: (213)614-1961 E-mail: sfrey@cmkllp.com skoenig@cmkllp.com N.E. Designs, Inc. N.E. Designs, Inc. filed a Chapter 11 bankruptcy petition (Bankr. C.D.Cal. Case No. 16-12097) on July 20, 2016. Charles Shamash, Esq., at Caceres & Shamash LLP as bankruptcy counsel. NATIONAL CINEMEDIA: Moody's Rates $250MM Sr. Unsecured Notes B2 --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to National CineMedia, LLC's (NCM) new $250 million senior unsecured notes issue. Since the proceeds will refinance the company's existing $200 million senior unsecured notes due July 2021, pay call premia and related fees and expenses, and reduce amounts outstanding under NCM's $175 million revolving credit facility, the transaction is credit metric neutral and has no impact on NCM's ratings (see ratings listing below). The new notes are rated at the same B2 level as the notes they refinance, and ratings for notes to be refinanced will be withdrawn in due course (refer to Moody's policies on ratings withdrawals). The ratings are contingent upon Moody's review of final documentation and no material change in previously advised terms and conditions. This summarizes Moody's ratings and the rating actions for NCM: Issuer: National CineMedia, LLC Assignments: Senior Unsecured Regular Bond/Debenture, assigned B2 (LGD6) Existing Ratings and Outlook: Corporate Family Rating, Ba3 Probability of Default Rating, Ba3-PD Speculative Grade Liquidity Rating, SGL-2 Senior Secured Bank Credit Facility, Ba2 (LGD3) Senior Secured Regular Bond/Debenture, Ba2 (LGD3) Senior Unsecured Regular Bond/Debenture, B2 (LGD6) Outlook, Stable RATINGS RATIONALE NCM's Ba3 CFR is based on its generally stable and sustainable cash flow stream and its generally stable leverage, which is expected to be approximately 4x on a sustained basis (4.8x at June 30, 2016). These positive attributes are offset by the company's mandate to distribute its free cash flow to its members and by the potential of results declining over time as a consequence of secular pressures stressing the financial performance of its cinema exhibition partners. NCM has good liquidity based on a sizeable, $175 million, revolving credit facility that has ample unused capacity of about $100 million (June 30, 2016). Since the company distributes 100% of its free cash flow, the credit facility is integral to the company's liquidity. Financial covenant compliance is not expected to be problematic over the four forward quarter SGL horizon and, despite having no material monetizeable non-core assets, the combination of the company's liquidity attributes supports an SGL-2 rating. Rating Outlook The stable ratings outlook reflects Moody's expectation (together with management's related commitment) that Debt-to-EBITDA leverage will decline to approximately 4.0x within 2016/2017. What Could Change the Rating - Up The rating could be upgraded to Ba2 if Moody's expected: - Debt-to-EBITDA leverage at less than 3.5x on a sustained basis (4.8x at June 30, 2016). Given the combination of NCM's mandate to distribute all of its free cash flow, a ratings upgrade is not anticipated. What Could Change the Rating - Down The rating could be downgraded to B1 if Moody's expected: - Leverage to remain above 4.5x on a sustained basis (4.8x at June 30, 2016,), or - Adverse liquidity developments, or debt-financed acquisition, or shareholder return activity. The principal methodology used in this rating was Global Broadcast and Advertising Related Industries published in May 2012. Corporate Profile National CineMedia, LLC (NCM) is headquartered in Centennial, Colorado, and is a privately held joint venture operator of the largest digital in-theatre network in North America with annual revenues approaching $450 million. NATIONAL CINEMEDIA: S&P Rates Proposed $250MM Sr. Unsec. Notes 'B' ------------------------------------------------------------------ S&P Global Ratings assigned its 'B' issue-level rating and '6' recovery rating to National CineMedia LLC's proposed $250 million senior unsecured notes due 2026. The '6' recovery rating indicates S&P's expectation for modest recovery (0%-10%) of principal in the event of a payment default. National CineMedia is a wholly owned subsidiary of Centennial, Colo.-based in-theater media network operator National CineMedia Inc. The company expects to use the net proceeds from the debt issuance to repay the $200 million 7.875% notes due 2021 and to reduce the existing balance on its revolver. As a result, S&P expects that leverage will remain unchanged at around 4x. RATINGS LIST National CineMedia LLC Corporate Credit Rating BB-/Stable/-- New Ratings National CineMedia LLC Senior Unsecured $250 million notes due 2026 B Recovery Ratings 6 NEW YORK CRANE: Taps LaMonica Herbst as James Lomma's Counsel ------------------------------------------------------------- New York Crane & Equipment Corp., et al., filed an amended application to the U.S. Bankruptcy Court for the Eastern District of New York to employ LaMonica Herbst & Maniscalco, LLP as special litigation and conflicts counsel to James F. Lomma. The Debtor requires LaMonica Herbst to represent James Lomma as his special litigation and conflicts counsel to deal with inter-company claims issues, as well as with issues involving any claims or disputes between Mr. Lomma, any debtor or non-debtor entities he may own and the other debtors, New York Crane & Equipment Corp., J.F. Lomma, Inc. (DE), J.F. Lomma, Inc. (NJ). Specifically, the retention of LaMonica Herbst is necessary in this matter to assist Mr. Lomma in connection with: (a) the pursuit of claims and litigation as required with respect to certain funds to which several parties assert an interest; and (b) any other matters that arise in which Goldberg Weprin Finkel Goldstein LLP has a conflict and Mr. Lomma requests LaMonica Herbst to serve as special litigation counsel. LaMonica Herbst will be paid at these hourly rates: Partners $595 Associates $415 Paraprofessionals $175 LaMonica Herbst will also be reimbursed for reasonable out-of-pocket expenses incurred. Gary F. Herbst, member of LaMonica Herbst, 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. LaMonica Herbst can be reached at: Gary F. Herbst, Esq. LaMonica Herbst & Maniscalco, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Phone: (516) 826-6500 About New York Crane New York Crane & Equipment Corp., J.F. Lomma, Inc. (De.), J.F. Lomma, Inc. (N.J.), and James F. Lomma filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.Y. Case Nos. 16-40043, 16-40044, 16-40045 and 16-40048, respectively. The petitions were signed by James F. Lomma as president. New York Crane & Equipment disclosed total assets of $9.8 million and total debts of $22.05 million. Goldberg Weprin Finkel Goldstein LLP serves as the Debtors' counsel. Judge Carla E. Craig presides over the cases. The corporate Debtors operate crane, trucking and rigging companies doing business in New York City and other parts of the country. James Lomma is the president and sole shareholder of the corporate Debtors. On January 8, 2016, an Order was entered providing for the joint administration of these related Chapter 11 cases. An Official Committee of Unsecured Creditors has been appointed, and has tapped Togut, Segal & Segal LLP as its counsel. NOBLE GROUP: Moody's Lowers CFR & Sr. Unsec. Bond Ratings to B2 --------------------------------------------------------------- Moody's Investors Service has downgraded Noble Group Limited's corporate family rating and senior unsecured bond ratings to B2 from Ba3, and the provisional rating on its senior unsecured medium-term note (MTN) program to (P)B2 from (P)Ba3. The rating outlook is negative. RATINGS RATIONALE "The downgrade follows Noble's weaker than expected profitability and cash flow in 2Q 2016, which necessitated a waiver under a financial covenant in its recently concluded credit facilities," says Joe Morrison, a Moody's Vice President and Senior Credit Officer. "Given the company's limited ability to generate positive operating cash flow and the large debt maturities in 2Q 2017, the company's liquidity could come under further pressure over the next 12 months, despite the $500 million in proceeds from its equity rights offering," adds Morrison. On August 11, Noble announced its 2Q 2016 results that indicated that the commodity sector environment continues to pressure the company's operations. Reported revenue and operating income from supply chains for 2Q 2016 were $12.5 billion and $177 million, respectively, down 32% and 46% year-on-year. Its reported operating margin for 2Q 2016 also slipped to 1.42% from 2.19% in 1Q 2016 and 1.79% in 2Q 2015. In addition, reported funds from operations (before interest expenses) were only $48 million, insufficient to cover its cash interest expenses of $51 million. Cash flow from operating activities (CFO) for 2Q and 1H 2016 was negative $84 million and negative $570 million, respectively. The company's liquidity headroom decreased to about $800 million at end-June 2016 from $1.9 billion at end-March 2016 because of the expiry of credit facilities, while short-term debt grew to $2.3 billion from $1.6 billion. Given the persistently unfavorable operating environment, negative CFO, and the ongoing discussions related to trade facilities with banks, Moody's expects Noble's profitability and cash flow to remain under pressure over the next 12 months, which could further weaken liquidity and hinder its ability to maintain compliance with financial covenants in its credit agreements. This concern is partly mitigated by the $500 million in proceeds from an equity rights issue and efforts it is making to reduce working capital utilization and sell assets. Noble also said that the sale of Noble Americas Energy Solutions (NAES) is on track to close by the end of the year; however, the timing and the scale of the sale remain uncertain. Noble's adjusted net debt/EBITDA for the 12 months to June 2016 rose to about 5.6x from 4.0x in 2015. The senior unsecured ratings are not notched down for legal subordination. Although secured debt increased to about $621 million or about 12% of total debt at end-June 2016, Moody's views that additional borrowings under the $2 billion borrowing base facility are likely to be limited, because a large portion of that facility is used to support letters of credit. The B2 corporate family rating reflects Noble's large scale and product and geographic diversity, tempered by the significant pressures the company is facing in its operating environment and the volatility of the commodity markets in which it operates. The negative outlook reflects the company's weak liquidity and uncertainty regarding its ability to rebuild and reposition its operations to improve profitability and cash flow under the prolonged commodity downcycle. The rating outlook could return to stable, if (1) profitability improves and the company is able to consistently generate positive free cash flow and maintain cash balances at levels more than sufficient to cover short-term debt; and (2) adjusted net debt to EBITDA trends toward 5.0x. However, Noble's ratings are likely to be downgraded further if CFO remains consistently negative and liquidity deteriorates further absent planned asset sales, or if adjusted net debt/EBITDA remains in excess of 5.0x-6.0x. The principal methodology used in these ratings was Trading Companies published in June 2016. Noble Group Limited is the largest global physical commodities supply chain manager in Asia by revenue. Its diversified activities across the supply chain include the sourcing, storage, processing, transportation, and distribution of over 20 commodity products. Founder and Chairman, Mr. Richard Elman, holds an approximate 19% stake in the company. China Investment Corporation — the Chinese sovereign wealth fund — owns about 10% of the company. NOVELIS CORP: Moody's Assigns B2 Rating on $525MM Notes ------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Novelis Corporation's $525 million senior unsecured guaranteed notes. The notes will have a downstream guarantee from Novelis Corporation's parent, Novelis Inc. and will also be guaranteed by all of Novelis' existing and future restricted subsidiaries in the US and Canada and by certain of its foreign restricted subsidiaries. All other ratings, including the B1 corporate family rating (CFR), B1-PD probability of default rating, Ba2 rating on the senior secured credit facility, B2 rating on existing unsecured notes, and SGL-2 speculative grade liquidity rating remain unchanged. The outlook is stable. The proceeds from the issuance will be used to tender for a portion of Novelis' existing $1.1 billion 8.375% senior unsecured notes that are due on 12/15/2017 Assignments: Issuer: Novelis Corporation Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD5) Outlook Actions: Outlook, Stable RATINGS RATIONALE The B1 Corporate Family Rating considers Novelis' focus on creating a more value added business as it expands its auto sheet finishing capacity to capture increasing use of aluminum in the automotive market while reducing more commodity type business. The rating acknowledges the company's large scale, significant market position, and global footprint in the aluminum rolled products market, which includes a dominant position in the beverage and food can sheet segment and good positions in industrial and other high end specialties such as electronics. The CFR also reflects the expectation for a growing percentage of earnings to come from more value added products. At the same time, the rating reflects the variability of Novelis' sales to end markets, the sensitivity of its earnings to volume levels given the level of fixed costs, which have increased following the recent expansions, and the relatively thinner margins associated with the can sheet business. The stable outlook reflects the improving earnings trends Novelis evidenced in the second half of 2016 and the first quarter of 2017 (June 30, 2016) as exemplified by good growth in EBITDA, as well as gross and EBIT margins. This results from the strengthening value add product mix driven by increasing automotive sheet shipments (15% of total shipments in 2016 versus 7% in 2013). With all three automotive heat treatment lines at Oswego, NY now completed and producing, as well as the second line at Nachterstedt, Germany, earnings improvement is expected to continue. In addition, the absence of ramp up costs, start-up costs and other issues with the recycling facility at Nachterstedt, and productivity gains achieved on enhanced operational and efficiency focus, will also enhance earnings and cash flow generation. The outlook also considers that although debt protection metrics and leverage, as measured by the debt/EBITDA ratio, remain high for the rating, they are similarly showing improving trends. The Ba2 senior secured term loan rating reflects the benefit of the loan's first priority lien on PP&E and stock and second priority lien on inventory and accounts receivables. Given the guarantee structure on the senior unsecured notes being issued by Novelis Corporation, these notes rank pari passu with the senior unsecured notes issued by Novelis The B2 rating of the senior unsecured notes at both Novelis Corporation and Novelis reflects their effective subordination to the significant amount of secured debt under the term loan and ABL revolver (unrated). The SGL-2 Speculative Grade Liquidity Rating reflects our expectations that Novelis will maintain good liquidity over the next four quarters. Novelis' liquidity is supported by its $457million cash position at June 30, 2016 and a $1.2 billion asset-based revolving credit facility (ABL) that expires in October 2019. The ABL is secured by accounts receivables and inventory. At June 30, 2016, approximately $431 million was drawn under the ABL while $11 million was utilized for letters of credit; availability was $240 million. In addition, the company has revolving credit facilities in Korea to support its operations in that country as well as facilities at Novelis Middle East and Africa and Novelis China. Novelis has $1.1 billion in notes maturing in December 2017. Proceeds from the recent senior unsecured note issuance launched by Novelis Corporation, guaranteed by Novelis and other restricted subsidiaries of Novelis, will be used to tender for a portion of these notes. An upgrade is unlikely at this time due to the company's more leveraged profile following the balance sheet recapitalization in its calendar 2014 year and weak earnings performance subsequently. However the rating could be favorably impacted should the company trend toward and demonstrate the ability to sustain EBIT/interest above 4x, debt/EBITDA below 4.25x and (operating cash flow less dividends)/debt of at least 20%. The rating could be downgraded should the company experience sustained volume and margin declines or should the improving trends in performance and debt protection metrics reverse. Quantitatively, ratings could be downgraded if leverage as measured by the debt/EBITDA ratio does not trend toward 5x, EBIT/interest not show a trend to at least 2x or free cash flow remains negative. A significant contraction in liquidity or availability under the ABL or further material dividend payments could also negatively affect the rating. The principal methodology used in this rating was Global Steel Industry published in October 2012. Headquartered in Atlanta, Georgia, Novelis is the world's largest producer of aluminum rolled products. The company operates through four regional segments: North America (33% of third party shipments for the year ending March 31, 2016), Europe (29% of third party shipments), Asia (23% of third party shipments), and South America (15% of third party shipments). While Novelis sells into a number of end markets, the company currently ships a meaningful level to the can sheet market, although sales to the automotive market are increasing as a percentage of total shipments. For the twelve months ended June 30, 2016 Novelis generated approximately $9.5 billion of revenues. Novelis is ultimately 100% owned by Hindalco Industries Limited (Hindalco - unrated), domiciled in India. NOVELIS INC: S&P Affirms 'B+' CCR & Rates $525MM Notes 'B' ---------------------------------------------------------- S&P Global Ratings said it affirmed its 'B+' long-term corporate credit rating on global rolled aluminum producer Novelis Inc. The outlook is stable. At the same time, S&P Global Ratings assigned its 'B' issue-level rating and '5' recovery rating to Novelis Corp.'s proposed US$525 million of senior unsecured notes. A '5' recovery rating corresponds with modest (10%-30%; at the lower end of the range) recovery in S&P's simulated default scenario. The new notes will rank pari passu with the company's existing senior unsecured notes, including Novelis' unsecured notes due in 2020. S&P Global Ratings also affirmed its 'BB' issue-level rating on Novelis' senior secured term loan. The '1' recovery rating is unchanged and corresponds with very high (90%-100%) recovery in our default scenario. S&P Global Ratings also affirmed its 'B' issue-level rating, with a '5' recovery rating on the company's senior unsecured notes outstanding. "The affirmation follows the company's announced plan to issue US$525 million of senior unsecured notes maturing in 2024 to repay debt outstanding," said S&P Global Ratings credit analyst Jarrett Bilous. "We expect proceeds from the issuance to be used to repay an equal amount (before modest call premiums) of Novelis' US$1.1 billion senior unsecured notes due December 2017, with no incremental impact on leverage. The new notes will be issued by wholly owned U.S. subsidiary, Novelis Corp., for tax reasons but will have the same joint and several subsidiary guarantors as the existing 2017 and 2020 notes issued by parent Novelis Inc. As such, we consider the proposed new notes to rank pari passu with the existing notes. We believe that any remaining notes due 2017 will be repaid well in advance of maturity with new, equally ranking senior unsecured debt," S&P noted. The 'B+' long-term corporate rating on Novelis Inc. reflects S&P's view of the company's satisfactory business risk profile and highly leveraged financial risk profile. S&P also considers Novelis a moderately strategic subsidiary of its parent, Hindalco Industries Ltd. (not rated), but this assessment does not affect the rating. Novelis' satisfactory business risk assessment, in S&P's view, primarily reflects the company's leading market position in global rolled aluminum products, geographically diversified operations, and stable profitability. Novelis is the world's largest producer of rolled aluminum products with an established position in the growing auto market. The stable outlook primarily reflects S&P's view that Novelis' core credit measures will improve over the next two years. S&P expects the company to generate earnings and cash flow growth over this period, with a corresponding reduction in growth-related capital expenditures that result in free cash flow and debt repayment. S&P estimates adjusted debt-to-EBITDA in the 6x area in the next two years, with interest coverage of over 2x. S&P could lower the rating if Novelis generates EBITDA interest coverage below 2x or adjusted debt-to-EBITDA that remains near 8x over the next 12-18 months. In this scenario, S&P would assume slower-than-expected growth in earnings and cash flow from subdued shipment levels, or operating cost pressure that strains free cash flow generation and limits improvement in net debt. S&P could also lower its ratings if refinancing risk increases or if Novelis' group credit profile weakens. S&P considers a positive rating action unlikely over the next year because it believes the company will maintain a highly leveraged financial risk profile, and do not expect a significant improvement in its group credit profile. However, an upgrade could result from Novelis generating adjusted debt-to-EBITDA of about 5x in tandem with a corresponding improvement in the group credit profile. NRG YIELD: S&P Lowers CCR to 'BB', Outlook Stable ------------------------------------------------- S&P Global Ratings said that it lowered its corporate credit rating on NRG Yield Inc. to 'BB' from 'BB+'. The outlook is stable. "At the same time, we lowered the rating on the $500 million senior unsecured notes due 2024 at subsidiary NRG Yield Operating LLC, to 'BB' from 'BB+'. The recovery rating on these notes remains '3', indicating our expectation for meaningful recovery (50% to 70%, at the higher end of the range) in the event of default. We have also assigned our 'BB' ratings, and '3' (50%-70%; higher end of the range) recovery rating to NRG Yield Operating LLC's proposed $350 million unsecured notes due 2026. We have not rated $345 million and $288 million of convertible debt due 2019 and 2024, respectively," S&P noted. "The rating change largely stems from a revision in the wind resource forecast across NYLD's wind assets. Because of that we have revised our FFO to debt and debt to EBITDA estimates to 15.5%-16% and 4.8-5x from 19.5% and 4.2x, respectively, through 2018," said S&P Global Ratings credit analyst Aneesh Prabhu. The revision was based on the impact of additional historical operating data as well as updates from third party long-term views of wind resource at specific sites within NYLD's portfolio. The slowdown in expected cash flow growth also contributes to S&P's decision, as it lowers projected financial measures in the outer years. S&P's financial measures are based on its revised project developer rating criteria released March 21, 2016. The stable outlook on NYLD reflects S&P's expectation of a long weighted average cash flow contracted profile, and modest volatility in cash flows from resource risk. S&P expects normalized FFO to debt levels and debt to EBITDA of about 14%-18% and 4.75-5x, respectively. "We assess the SACP of NYLD and subsidiary NRG Yield Operating LLC as 'bb'. We allow a separation between the ratings of NYLD and its parent company, NRG Energy Inc., based on existing separation provisions, though we still view the ratings as linked due to control and business relations, especially relating to growth prospects. We could lower our ratings on NYLD if ratings of parent NRG Energy were to decline. We could also lower the rating if NYLD's SACP deteriorated. The company's performance did not meet expectations in 2015 because of lower wind resources in California and an outage at a combined-cycle gas turbine unit. We viewed these as one-time events, and expect FFO levels to recover. Should cash flow continue to lag, however, we would consider a negative outlook if FFO to debt fell below 13%-14% and debt to EBITDA was consistently above 5x," S&P said. In the absence of a track record of disciplined growth, S&P do not foresee a ratings upgrade in the next few years. Absent an upgrade of NRG Energy's group credit profile, S&P also wouldn't envision upgrading NYLD because of the link between the two companies. PACIFIC SUNWEAR: Taps Deloitte to Prepare US Tax Return ------------------------------------------------------- Pacific Sunwear of California, Inc., Miraloma Borrower Corporation, and Pacific Sunwear Stores Corp., filed a second supplemental application to the U.S. Bankruptcy Court for the District of Delaware to employ Deloitte Tax LLP as tax services provider, nunc pro tunc to August 1, 2016. Deloitte Tax will provide tax return preparation services as requested by the Debtors in accordance with the terms and conditions of the US Tax Return Engagement Letter. Specifically, the US Tax Return Services will include preparation of the 2015 federal, state, and local income tax returns identified on the US Tax Return Engagement Letter. Deloitte Tax agreed to charge the Debtors a fixed fee of $153,000. Deloitte Tax will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott Ferguson, partner of Deloitte Tax, 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 application on August 23, 2016, at 10:00 a.m. Objections were due August 16, 2016 Deloitte Tax can be reached at: Scott Ferguson DELOITTE TAX LLP Suite 2700 555 W. 5th Street Los Angeles, CA 90013 Tel: (213) 688-0800 Fax: (213) 688-0100 About Pacific Sunwear Founded in 1982 in Newport Beach, California as a surf shop, Pacific Sunwear of California, Inc. operates in the teen and young adult retail sector, selling men's and womens apparel, accessories, and footwear. The Company went public in 1993 (NASDAQ: PSUN), and peaked with 965 stores in 2006. At present, the Company has approximately 593 retail locations nationwide under the names "Pacific Sunwear" and "PacSun," which stores are principally in mall locations. The Company has 2,000 full-time workers. Through its ecommerce business, the Company operates an e-commerce site at http://www.pacsun.com/ Pacific Sunwear of California, Inc., and two affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 16-10882) on April 7, 2016. The cases are pending before the Honorable Laurie Selber Silverstein. The Debtors sought Chapter 11 protection with a Chapter 11 plan that would convert debt into equity. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc., as financial advisor; Guggenheim Securities, LLC, as investment banker; and Prime Clerk LLC as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on April 19 appointed seven creditors of Pacific Sunwear of California, Inc., to serve on the official committee of unsecured creditors. The official committee of unsecured creditors retained Cooley LLP and Bayard, P.A. as counsel; and Province Inc. as its financial advisor. PARSLEY ENERGY: Unsec. Notes Offering No Impact on Moody's B2 CFR ----------------------------------------------------------------- Moody's Investors Service said that Parsley Energy's proposed $200 million senior unsecured notes offering does not impact its B2 Corporate Family Rating or its stable outlook. This $200 million offering is a tack-on to Parsley's $200 million 6.250% senior unsecured notes (due 2024) issued May 27, 2016. The company will use the senior note proceeds, along with a concurrent equity offering that is expected to raise at least $200 million, to fund the acquisition of certain oil and gas interests in Glasscock County, Texas for a total purchase price of $400 million. The LGD point estimate changed to LGD-4 from LGD-5 following this offering. RATINGS RATIONALE The proposed notes rank pari passu with the existing unsecured notes and so have the same B3 rating as its existing $200 million senior unsecured notes due 2024 and $550 million unsecured notes due 2022. Parsley's notes are rated one notch below the B2 CFR because of the significant size of its secured credit facility, according to Moody's Loss Given Default Methodology. The borrowing base on the revolver is $525 million. Parsley's B2 CFR reflects the company's strong execution on its growth capital spending, rising EBITDA despite the fall in commodity prices, and improving credit metrics which have been helped by equity issuances. The B2 rating also reflects its relatively modest scale and concentrated geographic presence. The rating incorporates the impact of the low crude oil price environment, which is mitigated somewhat by Parsley's hedges for 2016 and 2017. The CFR is supported by quality acreage in the Permian Basin, liquids-rich production that generates good cash margins, multiple year drilling inventory, and a high degree (99%) of operational control over its leasehold acreage, which allows for flexible capital allocation and development of its acreage in light of crude price volatility. Parsley should have adequate liquidity. Even in a continued low price environment, the company's liquidity should be sufficient to cover its capex through mid-2017. Parsley has guided to 2016 capex budget of $410-$460 million, but has increased its budget to $460-$510 million to fund the increased production levels in 2016. Parsley's stable rating outlook reflects Moody's expectation that production will be sustained at or above 30,000 boe/d in 2016 and cash flow metrics will remain strong. The rating could be upgraded if the company's annual average daily production were to reach 40,000 boe/d, retained cash flow to debt is likely to remain above 20%, and the company approaches cash flow neutrality after considering capital expenditures. The rating could be downgraded if retained cash flow to debt falls below 10%, EBITDA to Interest Expense falls below 2.5x, or liquidity worsens. The principal methodology used in this rating was Global Independent Exploration and Production Industry published in December 2011. Parsley Energy, LLC is an oil and gas exploration and production (E&P) company with all of its properties located in the Midland and Delaware Basins in west Texas. PAUL F. WALLACE: Unsecured Creditors to Recover 100% ---------------------------------------------------- Debtors A&T Holding Corp., Ben Franklin Services Corp., Martindale Corporation, and MOA-Cody, L.L.C. and the Chapter 11 Operating Trustee of the estate of the late Paul F. Wallace submitted this disclosure statement in connection with the joint chapter 11 plan proposed by the Debtors and the Trustee dated as of July 29, 2016. The Plan is an aggregation of five separate plans, which provide: -- Holders of unsecured claims totaling $4.8 million against Wallace are slated to receive an initial distribution of at least 50% of their allowed claims and, from time to time after the Effective Date, receive periodic ratable distributions in an aggregate amount of up to 100% of their allowed claims. The projected recovery is 70% to 75%. -- Holders of unsecured claims totaling $1,000 against A&T; unsecured claims totaling $10,500 against BFSC; unsecured claims totaling $380,000 against Martindale; and holders of unsecured claims totaling $12,500 against MOA will receive a distribution from available cash equal 100% of their allowed claims, without interest, on the Effective Date. The Plan contemplates the continued orderly liquidation of the Debtors' assets, the monetization of the Debtors' remaining assets, and the distribution of funds maintained in the Estate Accounts to holders of Allowed Claims against each of the Debtors' Estates in accordance with the terms of the Plan. Each of the Entity Debtors will be dissolved upon liquidation of their respective assets and payment of their respective Creditors in accordance with the Plan. Mr. Wallace died on Dec. 31, 2013, and thereafter the Trustee was appointed to continue the administration of the Wallace Chapter 11 Case. Upon payment in full of Creditors of the Wallace Chapter 11 Estate in accordance with the Plan, any remaining assets of the Wallace Chapter 11 Estate shall be distributed to the Wallace Probate Estate. The Plan provides for distribution to Creditors of funds currently held in Estate Accounts. Currently, the Trustee is holding for the benefit of the respective Debtors these funds on deposit: Available Cash -------------- A&T approximately $1.9 million Martindale approximately $1.18 million MOA Cody approximately $950,000 Wallace approximately $2.2 million MOA Hospitality, Inc. does not currently have any funds available and, accordingly, this Plan does not address the MOAH estate. The Bankruptcy Court has scheduled a hearing to consider approval and confirmation of the Plan for October 4, 2016, at 10:00 a.m. (prevailing Eastern time) before the Honorable Robert D. Drain, United States Bankruptcy Judge, at the United States Bankruptcy Court for the Southern District of New York, 300 Quarropas Street, White Plains, New York. Attorneys for Marianne T. O'Toole, the Ch. 11 Trustee for Paul F. Wallace: LaMONICA HERBST & MANISCALCO, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Attn: Salvatore LaMonica Fax: (516) 826-0222 E-mail: sl@lhmlawfirm.com The Debtors' counsel: DICONZA TRAURIG KADISH LLP 630 Third Avenue, 7th Floor New York, NY 10017 Attn: Gerard DiConza Lance A. Schildkraut Fax: (212) 682-4942 E-mail: gdiconza@dtklawgroup.com las@dtklawgroup.com A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/P_Wallace_441_DS.pdf About Paul Wallace and His Companies Paul F. Wallace was an executive and investor in several real estate related projects, including motels and hotels. Wallace was the sole shareholder of co-Debtors, Ben Franklin Services Corp. ("BFSC"), and Martindale Corporation ("Martindale"). BFSC is the sole member of MOA-Cody, L.L.C.. Martindale is the sole shareholder of A&T Holding Corp. and owns over 80% of the stock in The Broadstone Group, Inc. ("Broadstone"), a non-debtor entity. Wallace was the President of Broadstone, which indirectly owns approximately 90% of MOA Hospitality, Inc. ("MOAH"). Wallace was the Chairman and Chief Executive Officer of MOAH. A&T held a 20% membership Interest in non-debtor Arizona & 20th LLC, which owns the 77-room boutique hotel The Ambrose Hotel located in Santa Monica, California. Martindale owns 1% of RS Hospitality, LLC, which holds a nominal title to luxury hotel The Cody Hotel located at 232 West Yellowstone Avenue, Cody, Wyoming. As of October 2009, the Debtors held beneficial ownership interests in four additional hotel properties, including, (1) the Super 8 Motel located at 750 South Highway 89, Jackson, Wyoming; (2) the Super 8 Motel located at 730 Yellowstone Road, Cody, Wyoming; (2) the Super 8 Motel located at 505 W. Appleway, Coeur d'Alene, Idaho; and (3) the Super 8 located at 4800 Preston Highway, Louisville, Kentucky. Paul F. Wallace, A&T Holding, BFSC, Martindale, MOA-Cody and MOAH sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 10-22998) on May 20, 2010. A&T estimated $1,000,001 to $10,000,000 in assets and $100,001 to $500,000 in debt. Wallace died on Dec. 31, 2013. Thereafter, the Court determined that it would be in the best interests of the Wallace Chapter 11 Estate to appoint a Chapter 11 Trustee. By Order dated Feb. 14, 2014, Marianne T. O'Toole was appointed the Chapter 11 Trustee of the Wallace Chapter 11 Estate. PHOENIX LIFE: S&P Raises Counterparty Credit Ratings to 'BB-' ------------------------------------------------------------- S&P Global Ratings said that it raised its long-term counterparty credit and financial strength ratings on The Phoenix Cos. Inc.'s operating subsidiaries Phoenix Life Insurance Co. and PHL Variable Insurance Co. (all core entities to the Nassau Reinsurance Group) to 'BB-' from 'B+'. At the same time, S&P affirmed its 'B-' issuer credit rating on the nonoperating holding company The Phoenix Cos. Inc. The outlook is positive. "The upgrade of The Phoenix Cos.' core operating subsidiaries reflects our view of the company's continued improvement and progression of its enterprise risk management (ERM) framework and improvements to its risk-based capital metrics as a result of the infusions made upon merging with Nassau Re," said S&P Global Ratings credit analyst Anthony Beato. S&P now assess the group's consolidated ERM capabilities as adequate, a revision from S&P's prior view of weak. This is predicated on Phoenix and Nassau Re's significant effort to better understand the organization's risk profile while building an infrastructure of controls and governance to prohibit future material weaknesses and breakdowns. Historically, the lack of risk controls and governance across the enterprise caused a long-dated financial restatement and significant strain on the holding company's liquidity. S&P believes the new management team and the many strategic initiatives underway will focus the enterprise on better mitigating its diverse set of risks. The company also understands that its success will depend on the continued strength and development of its risk management program, especially as Nassau Re begins to undertake complicated liability risks such as long-term care with relatively small experience in the segment. S&P assess Phoenix's group status to Nassau Re as core, as this is Nassau Re's largest acquisition, and Phoenix is the flagship entity of the new enterprise. Through its acquisition, Nassau injected approximately $180 million into Phoenix and its reinsurance affiliate Cayman Re's operations as of second-quarter 2016. $100 million is earmarked by order of the New York and Connecticut regulatory bodies for capital support and infusion into Phoenix's operations from its nonoperating holding company. This will happen if Phoenix does not meet minimum risk-based capital ratios and other items set forth in the order between the regulatory bodies and Nassau Re. This infusion continues to improve the overall representativeness of S&P's modeling and the outcome of its consolidated capitalization analysis as Phoenix closes in on the 'BBB' ratings threshold in our risk-based capital model. The positive outlook reflects S&P's expectation that Phoenix will continue to improve its financial risk profile through accretive earnings affecting the risk-based capitalization of its operating subsidiaries and in turn its financial flexibility metrics. S&P expects Phoenix to continue to execute on higher-margin sales cross the enterprise, focused on individual life and fixed-indexed annuities, albeit at a slower pace due to the level of capital consumption associated with these products. S&P expects Phoenix through the additional levels of capitalization to maintain risk-based capital ratios in excess of 300% as a consolidated enterprise and ample holding company liquidity to meet immediate needs. S&P could affirm the current ratings on Phoenix if it cannot make continued progress toward profitability, and if it maintains heightened levels of expense within its operations. This would be exhibited by continued operating losses on GAAP and statutory bases that would immediately affect capital accretion and not showcase continued progress toward the 'BBB' ratings level as measured by S&P's risk-based capital model. S&P could also affirm the current ratings if the organization were to become aggressive from a capital-management perspective and begin to take outsize dividends from its operations or increase the risk tolerances associated with its investment portfolio. S&P could also affirm the current ratings if Phoenix's financial leverage and fixed-charge coverage deteriorate to beyond 70% and (1.0)x, respectively. "We could raise our ratings on Phoenix if the company were to increase its operating performance as measured on both GAAP and statutory bases. This would be evidenced by profitable growth in its GAAP metrics and statutory adjusted EBIT figures on a consolidated basis in excess of $75 million annually. However, our potential upgrade would not be predicated solely on the absolute level of operating earnings growth, but also on the level of retained earnings that affect its capitalization ratios, which would need to exceed the 'BBB' ratings level as measured by our risk-based capital model. De-leveraging efforts and improvements in fixed-charge coverage metrics that better align with Phoenix's peer group -- while remaining above 0.5x -- would also factor into a potential upgrade," S&P said. PICO HOLDINGS: Bloggers Denounce Retention of Synthonics Stake -------------------------------------------------------------- PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified holding company reporting recurring losses since 2008. PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a securities portfolio and various interests in small businesses. PICO has $662 million in assets and $426 million in shareholder equity. Central Square Management LLC and River Road Asset Management LLC collectively own more than 14% of PICO. Other activists at http://ReformPICONow.com/have taken to the Internet to advance the shareholder cause. The bloggers relate that on the Second Quarter earnings call, Chairman Raymond Marino stated that PICO would retain its $2.2 million position in Synthonics Series D Preferred. The bloggers are critical of this decision. "At RPN, we don't bet on losers. We only get involved with losers when a replacement is imminent. We disagree with PICO's decision to stick with the $2.2 million Synthonics Preferred investment. It is a violation of the principles of value investing. We believe that Synthonics is run by a loser. Kenneth "The Slug" Slepicka and Juicer bankrupted Hyperfeed Technologies. Slug has been a Director of PICO during a period of prolonged and significant value destruction. Slug has been a stalwart member of a Board that has received 12 different 13D filings in the last 2 years. Slug is a PICOGate co-conspirator, whereby he and Juicer failed to disclose to shareowners a conflict of interest for 6 years. PICO shareholders recently threw The Slug off the Board. Sounds like a loser to us. To the best of our knowledge, the Synthonics shares have not paid a dividend since 2010. Which means that Synthonics is using PICO's balance sheet for free -- a balance sheet which belongs to the owners of the business, i.e. us. We ask the PICO Board the most pertinent question: Which Directors are qualified to evaluate the future commercial success of Synthonics? According to the website, Synthonics is 'a specialty pharmaceutical company focused on the discovery, development and licensing of drugs that incorporate our proprietary metal coordination chemistry.' Is Mr. Marino, the California real estate COO, qualified to evaluate the merits of such a firm? Howie Brownstein, the restructuring lawyer? John Hart, the guy who brought us Northstar Hallock and Spigit? Who on the PICO Board has the necessary qualifications to evaluate the future commercial success of Synthonics? An investment isn't rational if it's not understood. And if no Director on the Board understands the Synthonics investment, and it is being retained, then we have a Board of speculators. Not businessmen. Not value investors. Speculators. Either write the Synthonics stake down to $0, or shop the position and use the proceeds to buy PICO shares. Cuz the current decision is an irrational insanity and a betrayal of shareholders. The Synthonics investment is going to turn out badly. Mark our words. Since PICO has not written down the Synthonics investment, we assume it is worth carrying value of $2.2 million. Right now, $2.2 million could repurchase 216,000 PICO shares." The bloggers say the PICO Board is betraying shareholders with its capital allocation. "By retaining the Synthonics stake, the PICO Board is essentially buying Sythonics and selling PICO. The PICO Board is buying shares in a speculative biotech run by a proven loser in lieu of increasing its stake in a portfolio of water rights and a homebuilder, collectively trading at half of book value. This is insanity. According to Mr. Marino's own words, presented in a letter to shareholders filed on June 29, 2016, Mr. Hart bought his Synthonics Preferred at $9 per share in 2006. PICO bought its Synthonics Preferred in 2010 and 2013 at $7.32 per share. Based on Mr. Marino's words, the value of Synthonics has declined 19% in 10 years, and never paid a dividend, while the Dow Jones Industrial Average is up about 69% since 2006. This sounds like a typical John Hart trade. But PICO shareholders hoped John Hart trades were a thing of the past. Now the PICO Board is backing into a John Hart trade. The bloggers close by reminding readers that shareholder value creation is nonexistent at PICO. "Abandonment of shareholder value creation has taken on a new low at PICO: Synthonics is being held in lieu of buying PICO. Should PICO shareholders do the same? If we followed the Board's lead, we would sell our PICO shares and get in on the next round of Synthonics financing. We get that $2.2 million is small beans relative to a $662 million balance sheet. But the best companies and the best boards treat every dollar of capital exactly the same: to be rationally used for shareholder value creation. Up to now, PICO shareholders have been given nothing; a token buyback would be nice. Actions always speak louder than words. Our Board just told us that it likes Synthonics at $7.32 per share more than it likes PICO at $10.20 per share." PIER 1 IMPORTS: S&P Lowers CCR to 'B', Outlook Stable ----------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Pier 1 Imports, Inc. to 'B' from 'B+'. The outlook is stable. At the same time, S&P lowered its issue-level rating on the company's senior secured term loan facility to 'B' from 'BB-'. S&P revised the recovery rating on this debt to '3' from '2', reflecting its expectation for meaningful (50%-70%, at the lower end of the range) recovery in the event of default. "The downgrade follows Pier 1's continued operating underperformance over the past three quarters, with an especially pronounced decline in the first quarter of fiscal 2017 ended May 28, 2016," said credit analyst Olya Naumova. The stable outlook reflects S&P's view that Pier 1 will stabilize its operating performance over the next 12 to 18 months. S&P believes the company has optimized its operating costs, sold the remaining inventory that did not resonate well with the customers, and is in the process of refreshing its' merchandising strategy to be more in line with demand trends. S&P could lower the rating if inventory turns and same-store sales decline above its projected levels and result in market share loss and further 200 basis points gross margin erosion, resulting in leverage above 6.0x range, or negative free operating cash flows. At that point, S&P would reassess the company's business risk profile downwards. S&P could also take a negative rating action if the company accelerates its debt financed share repurchase program. S&P could revise the outlook to stable over the next year if the company successfully adjusts its merchandising and marketing strategy, pricing, efficiency of its distribution centers, and successfully grows top line and operating margins resulting in stabilization of its market share and leverage decreasing to below 5.0x. This would require a 300-basis-point gross margin expansion and 3% increase in same store sales. PINNACLE OPERATING: S&P Lowers CCR to 'CCC+', Outlook Stable ------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Colorado-based Pinnacle Operating Corp. to 'CCC+' from 'B-'. The outlook is stable. S&P also revised its recovery rating on the company's first-lien debt to '4' from '2' and revised the associated issue-level rating to 'CCC+' from 'B.' The '4' recovery rating indicates S&P's expectation of average (upper half of the 30%-50% range) recovery in the event of payment default. At the same time, S&P is lowering the issue-level rating on the company's second-lien debt to 'CCC-' from 'CCC.' The associated recovery rating remains '6,' indicating S&P's expectation of negligible (0%-10%) recovery in the event of payment default. "We believe that Pinnacle Operating Corp.'s operating performance will be slow to recover from a historically weak 2015, given the weak operating environment that is affecting the sector in general," said S&P Global Ratings credit analyst Allison Schroeder. "Despite improvements from acquisition-related EBITDA, we expect our adjusted credit metrics to be weaker in 2016 and 2017 than we previously assumed," she added. S&P believes that industry risks, including adverse pricing, have affected the company's ability to successfully achieve projected leverage metrics. Additionally, S&P believes there are risks associated with the company's debt maturity profile, with the asset-based loan (ABL) coming due in November 2017. S&P characterizes Pinnacle's business risk profile as weak, largely due to geographic concentration risk and smaller scale than key competitors, which makes the company more vulnerable to regional weather conditions, planting decisions, and farm economics. Although the company has expanded operations significantly during the past two years, its operations are still heavily concentrated in the southern U.S. S&P also sees the potential for operational risks associated with rapid growth, although S&P believes the company has managed these risks well to date. Offsetting positive factors include a well-established position in its region with long-standing customer and supplier relationships, a well-balanced product portfolio, experienced management, policies that minimize commodity risk, and still good profitability. S&P could lower ratings if the company's leverage increases further, against our expectations for improvements, which could be prompted by the undertaking of any debt-funded acquisitions or if earnings were to weaken due to erosion in margins, which could result from product mix shifts, operating inefficiencies related to acquisitions, higher selling, general, and administrative expenses, or a prolonged period of severe weather or other adverse industry conditions, to name a few possible causes. Similarly, S&P could lower ratings if liquidity falls to less than adequate or if the company is unable to refinance or extend its ABL maturity that is coming due in 2017. S&P could also lower ratings should the company face any problems pertaining to covenant compliance. Lastly, S&P could lower ratings if it no longer deems management or financial-sponsor ownership to be supportive of the company's overall financial policy. S&P could raise the ratings if the company is able to improve leverage, either through management actions or through improvements in operating performance, such that FFO to debt improves to the mid- to high-single digits over the next year, and S&P believes such improvement is sustainable. S&P would expect the company to at least maintain current liquidity. For this to happen, S&P would expect there to be improvement in the agricultural sector outlook. Equally important to upward ratings potential would be a successful refinancing of the company's ABL, which is due in November 2017. PORTER BANCORP: Leverage Ratios Raises Going Concern Doubt ---------------------------------------------------------- Porter Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net income of $1.01 million on $8.70 million of interest income for the three-months ended June 30, 2016, compared to a net loss of $2.13 million on $9.17 million of interest income for the same period in 2015. For the six months ended June 30, 2016, the Company reported net income of $2.49 million on $17.89 million of interest income compared to a net loss of $1.54 million on $18.37 million of interest income for the six months ended June 30, 2015. As of June 30, 2016, the Company had $916.55 million in total assets, $875.11 million in total liabilities and $41.43 million in total stockholders' equity. PBI Bank is in compliance with each element of its Consent Order with the FDIC and KDFI other than the requirement for the Bank to maintain a minimum Tier 1 leverage ratio of 9% and a minimum total risk based capital ratio of 12%. As of June 30, 2016, the Bank's Tier 1 leverage ratio and total risk based capital ratio were 6.65% and 10.87%, respectively, both less than the minimum capital ratios required by the Consent Order, but otherwise compliant with Basel III capital requirements. The Consent Order provides that if the Bank should be unable to reach the required capital levels, and if directed in writing by the FDIC, the Bank would be required to develop, adopt and implement a written plan to sell or merge itself into another federally insured financial institution or otherwise obtain a capital investment into the Bank sufficient to recapitalize the Bank. A full-text of the Form 10-Q is available for free at: https://is.gd/svio9c About Porter Bancorp Porter Bancorp, Inc., is a bank holding company headquartered in Louisville, Kentucky. Through its wholly-owned subsidiary PBI Bank, the Company operates 18 full-service banking offices in 12 counties in Kentucky. Porter Bancorp reported a net loss of $3.21 million on $36.57 million of interest income for the year ended Dec. 31, 2015, compared to a net loss of $11.15 million on $39.51 million of interest income for the year ended Dec. 31, 2014. The Company's auditor Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that "the Company has incurred substantial losses in 2015, 2014 and 2013, largely as a result of asset impairments resulting from the re-evaluation of fair value and ongoing operating expenses related to the high volume of other real estate owned and non-performing loans. In addition, the Company's bank subsidiary is not in compliance with a regulatory enforcement order issued by its primary federal regulator requiring, among other things, increased minimum regulatory capital ratios as well as being involved in various legal proceedings in which the Company disputes material factual allegations against the Company. Additional losses, adverse outcomes from legal proceedings or the continued inability to comply with the regulatory enforcement order may result in additional adverse regulatory action. These events raise substantial doubt about the Company's ability to continue as a going concern." PRECISION INDUSTRIAL: Hires Structured Finance as Rate Expert ------------------------------------------------------------- Precision Industrial Contractors, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Washington to employ Structured Finance Solutions LLC as financial and interest rate expert. On July 18, 2016, Debtor filed its First Amended Plan of Reorganization and accompanying Disclosure Statement. In connection with the upcoming confirmation hearing on its plan of reorganization, the Debtor anticipates it will need to provide expert testimony on certain financial issues attendant to confirmation of its plan, including feasibility and appropriate interest rates. The Debtor has selected SFS because the firm is well versed in financial issues attendant to confirmation of a Chapter 11 plan of reorganization and is well qualified to provide expert testimony on such issues. SFS will be paid at these hourly rates: Adam Margolin $400 SFS Subject Matter Experts $350 Sr. Consultants $300 Research Assistants $250 SFS will also be reimbursed for reasonable out-of-pocket expenses incurred. Adam Margolin, managing partner Structured Finance Solutions LLC, 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 Debtor and its estates. SFS may be reached at: Adam Margolin Structured Finance Solutions LLC 1127 Auraria Parkway, Suite 402B Denver, CO 80204 Tel: (303)520-5775 About Precision Industrial   Precision Industrial Contractors, Inc., is a Washington corporation based in Woodland, Washington, that is engaged in the industrial construction, dismantling, and moving business, including machinery moving, process piping, equipment installation, concrete plant relocation, steel erection, electrical instrumentation, and demolition.   Precision Industrial filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 15-45167) on Nov. 5, 2015. The Hon. Brian D Lynch presides over the case. The Debtor is represented by Thomas W Stilley, Esq., at Sussman Shank LLP, in Portland, Oregon.  PRECISION WELDING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Precision Welding, Inc. 241 Enterprise Pkwy. Lancaster, CA 93534 Case No.: 16-20823 Chapter 11 Petition Date: August 15, 2016 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sandra R. Klein Debtor's Counsel: Steven R Fox, Esq. LAW OFFICES OF STEVEN R. FOX 17835 Ventura Blvd Ste 306 Encino, CA 91316 Tel: 818-774-3545 Fax: 818-774-3707 E-mail: emails@foxlaw.com Total Assets: $1.07 million Total Liabilities: $909,260 The petition was signed by David Jones, president and CEO. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb16-20823.pdf PRECISION WELDING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Precision Welding, Inc. 241 Enterprise Pkwy. Lancaster, CA 93534 Case No.: 16-20823 Chapter 11 Petition Date: August 15, 2016 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sandra R. Klein Debtor's Counsel: Steven R Fox, Esq. LAW OFFICES OF STEVEN R. FOX 17835 Ventura Blvd Ste 306 Encino, CA 91316 Tel: 818-774-3545 Fax: 818-774-3707 E-mail: emails@foxlaw.com Total Assets: $1.07 million Total Liabilities: $909,260 The petition was signed by David Jones, president and CEO. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb16-20823.pdf PROSOLUTIONS LLC: Hires Aiken Schenk as Counsel ----------------------------------------------- Prosolutions LLC seeks authorization from the U.S. Bankruptcy Court for the District of Arizona to employ Aiken Schenk Hawkins & Ricciardi P.C. as counsel for the Debtor. The Debtor requires Aiken Schenk to: a. prepare pleadings and applications and conducting of examinations incidental to administration, b. advise the Debtor of its rights, duties, and obligations under Chapter 11 of the Bankruptcy Code, c. take any and all other necessary action incident to the proper preservation and administration of this Chapter 11 estate, and d. advise the Debtor in the formulation and presentation of a plan pursuant to Chapter 1l of the Bankruptcy Code, the disclosure statement and concerning any and all matters relating thereto. Aiken Schenk will be paid an hourly rate of $300 to $500. D. Lamar Hawkins of Aiken Schenk Hawkins & Ricciardi P.C., 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 Debtor and its estates. Aiken Schenk may be reached at: D. Lamar Hawkins, Esq. Heather A. Macre, Esq Aiken Schenk Hawkins & Ricciardi P.C. 2390 E. Camelback Rd., Suite 400 Phoenix, AZ 85016 Tel: (602)248-8203 Fax: (602)248-8840 E-mail: dlh@ashrlaw.com ham@ashrlaw.com About Prosolutions LLC Prosolutions LLC filed a Chapter 11 bankruptcy petition (Bankr. D.Ariz. Case No. 16-08653) on July 28, 2016. D. Lamar Hawkins, Esq. at Aiken Schenk Hawkins & Ricciardi P.C. as bankruptcy counsel. RED RIVER SOUTH: Hires William Kostelka as Accountant ----------------------------------------------------- Red River South Enterprises, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Louisiana to employ William C. Kostelka, with Rachel & Kostelka, LLC as accountant, as of the July 21, 2016 petition date. The professional services the Accountant may be requested to render are: -- auditing services, including the examination of financial statements of Debtor's affiliates; -- assistance in preparation of accounting statements; -- assistance in preparation of monthly accountings to the Bankruptcy Court and the Creditors' Committee; -- assistance in preparation of cash flow forecast; -- assistance in preparation of a plan or plans of reorganization; -- preparation of tax returns; and -- assistance in the preparation of bankruptcy schedules, statements of financial affairs, and any other filings required in this case, and all other accounting services that the Debtor-in-Possession may require. The compensation and other terms of employment of Accountant are: -- $200 per hour for accounting related matters; and -- $200 per hour for tax related matters. William C. Kostelka 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 Accountant can be reached at: William C. Kostelka RACHEL & KOSTELKA, LLC 2250 Hospital Drive, Suite 136 Bossier City, LA 71111 About Red River South Red River South Enterprises, LLC, based in Shreveport, La., filed a Chapter 11 petition (Bankr. W.D. La. Case No. 16-11226) on July 21, 2016. The Hon. Jeffrey P. Norman presides over the case. Robert W. Raley, Esq. serves as bankruptcy counsel. In its petition, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The petition was signed by Leon S. Miletello, Jr., managing member - Single Member LLC. REO HOLDINGS: Chapter 11 Trustee Names Eva Lemeh as Attorney ------------------------------------------------------------ Eva M. Lemeh, the Chapter 11 trustee of Reo Holdings, LLC seeks authorization from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Eva M. Lemeh as attorney to represent the Trustee. The Trustee anticipates that the services the attorney may render include, but are not limited to the: -- preparation of all legal documents, motions, orders, and deeds, necessary for the orderly administration or liquidation of any and all assets of the Debtor's estate; -- collection of any outstanding accounts receivable; -- pursuit of any and all the trustee's actions under Sections 544, 546, 547, 548, or 549 of the Bankruptcy Code against the debtor or third parties; and -- representation in any other legal actions the trustee may have against the Debtor or third parties. The current hourly rates for the individuals who may perform services in this proceeding are: Eva M. Lemeh (Attorney) $370 Assistant $130 Ms. Lemeh will also be reimbursed for reasonable out-of-pocket expenses incurred. Ms. Lemeh 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 application on September 6, 2016, at 9:00 a.m. Objections, if any, are due on August 23, 2016. Ms. Lemeh can be reached at: Eva M. Lemeh, Esq. 4300 Kings Lane Nashville, TN 37218 Tel: (615) 876-4862 Fax: (615) 691-7382 E-mail: elemehtrustee@comcast.net REO Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 16-10414) on February 29, 2016. The Debtor is represented by Thomas Harold Strawn Jr., Esq. REO HOLDINGS: Trustee Hires Larry Williams as Accountant -------------------------------------------------------- Eva M. Lemeh, the Chapter 11 trustee of Reo Holdings, LLC seeks authorization from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Larry Williams, CPA, as accountant for the estate. The Trustee anticipates that the services the accountant may render include: any and all necessary activities relating to federal, state, and local tax liabilities of this estate, including but not limited to advising and consulting with the Trustee regarding the tax impact of accomplished and proposed transactions and, especially, the preparation and filing of federal, state and local tax returns. Mr. Williams proposes, subject to court approval, to seek compensation upon the basis of hourly rates ranging from $75 to $200 per hour for his time. Mr. Williams will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Williams 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 application on September 6, 2016, at 9:00 a.m. Objections, if any, are due on August 23, 2016. REO Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 16-10414) on February 29, 2016. The Debtor is represented by Thomas Harold Strawn Jr., Esq. RICHARD MERRITT: Court to Take Up Bankruptcy Plan on Sept. 13 ------------------------------------------------------------- A U.S. bankruptcy court will consider approval of the Chapter 11 plan of Richard Merritt at a hearing on September 13. The U.S. Bankruptcy Court for the Southern District of Alabama will hold the hearing at 9:30 a.m., at Courtroom No. 1 of the U.S. Bankruptcy Courthouse, 201 St. Louis Street, Mobile, Alabama. The court had earlier issued an order approving the disclosure statement, allowing the Debtor to start soliciting votes from creditors. The August 9 order set a September 6 deadline for creditors to cast their votes and file their objections. The Debtor is represented by: A. Richard Maples, Jr., Esq. P.O. Box 1281 Mobile, Alabama 36633 About Richard Merritt Richard T. Merritt sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 11-00380) on February 1, 2011. The case is assigned to Judge Jerry C. Oldshue, Jr. ROBISON TIRE: Proposes Online Auction of Goodyear Inventory ----------------------------------------------------------- Robison Tire Co., Inc., asks the U.S. Bankruptcy Court for the Southern District of Mississippi to authorize the sale by auction of inventory to be conducted by Taylor Auction and Realty, Inc. The Debtor was a replacement tire wholesaler and retailer in the Southeastern United States. Two manufacturers with whom Debtor had dealer agreements were The Goodyear Tire & Rubber Co. ("Goodyear") and Hercules Tire & Rubber Co. ("Hercules"). In October 2014, Hercules terminated its dealer agreement with Debtor. In January 2015 Goodyear declined to renew its dealer agreements with Debtor. The lack of ability to sell Goodyear and Hercules brands significantly impacted Debtor's financial condition. At the time of cessation of business operations, the Debtor had significant trade debt in excess of $10,000,000 to manufacturers and suppliers of inventory, approximately $2,000,000 in loans from a former shareholder, Joe Robison, and approximately $4,000,000 in real estate mortgage debt. One of the Debtor's trade creditors was Strategic Import Supply, Inc. ("SIS"), which was owed approximately $2,100,000. On June 29, 2015, the Debtor executed a Demand Promissory Note in favor of SIS in the principal amount of $1,750,000 along with a Security Agreement describing as collateral inventory, including inventory of specialty OTR tires for the mining industry located in a warehouse in Houston, Texas ("OTR Mining Tires"). SIS perfected its security interest in the OTR Mining Tires, but did not include a description of "inventory" in its Financing Statement. After the execution of the Demand Promissory Note and Security Agreement, the Debtor did not have any further communication with SIS. Another significant trade creditor was Goodyear. It held a first priority purchase money security interest in the Goodyear Inventory and a second priority deed of trust upon a retail store owned by Debtor located on Highway 15 in Laurel, Mississippi commonly referred to as the New South Store. Goodyear claimed that it was owed in excess of $2,100,000 under its dealer agreements. In August, 2015, Goodyear began foreclosure on the New South Store. The Debtor filed suit against Goodyear in the Chancery Court of Jones County, Mississippi for monetary and injunctive relief ("Jones County Action"). The Debtor obtained a temporary restraining order enjoining the foreclosure. A week later, Goodyear filed suit against Debtor in the Court for balances due under the Goodyear dealer agreements. Goodyear then removed the Jones County Action to the Court, and sought transfer of the removed Jones County Action to the Ohio District Court. The removed Jones County Action was subsequently transferred to the Ohio District Court. With the New South Store no longer being subject to the option granted to Southern Tire, the Debtor entered into a purchase and sale agreement to sell the New South Store for $1,400,000, subject to the consent of Goodyear and other contingencies. It also entered into a lease purchase agreement to sell a retail location in Forrest, Mississippi for $300,000. It terminated its retirement plan, filed returns with governmental entities and consolidated its bank accounts. Creditors who made inquiry were advised of Debtor's liquidation plans, which focused on paying secured creditors so that remaining unencumbered assets could be liquidated for the benefit of unsecured creditors. Resolving the claims of Goodyear was an important step in the liquidation process. Approximately $1,500,000 in Goodyear inventory was stored trailers and containers ("Goodyear Inventory") at the Laurel Warehouse, now owned by Southern Tire. Goodyear declined to repossess and dispose of the Goodyear Inventory, nor would it consent to Robison liquidating the Goodyear Inventory. Settlement with Goodyear was also necessary to remove the requirement of Goodyear's consent to the sale of the New South Store. Numerous discussions occurred concerning settlement. The Ohio District Court ordered mediation of the Ohio suits and were successfully mediated to settlement in Youngstown, Ohio on April 26, 2016 by U.S. Magistrate Judge George J. Limbert. The terms of the settlement were dictated into the record of the Ohio District Court and the parties agreed to the terms of the settlement memorialized in a written Settlement Agreement ("Goodyear Settlement"). While the Settlement Agreement speaks for itself, the Goodyear Settlement generally provides that the Debtor will liquidate the Goodyear Inventory. One half of the net proceeds from liquidation of the Goodyear Inventory will be forwarded to counsel for Goodyear, which will hold the funds in escrow ("Escrow Funds"), and the remaining one-half will be delivered to the Debtor. Upon a closing of a sale of the New South Store, Goodyear will be delivered all of the net proceeds of the sale up to $1,400,000, plus one-half of the net proceeds in excess of $1,400,000. In the event the net proceeds from the sale of the New South Store are less than $1,400,000, all or a portion of the Escrow Funds will be delivered to Goodyear to the extent that such funds are necessary to pay Goodyear $1,400,000. The remaining Escrow Funds, if any, will be delivered to Debtor. Goodyear also agreed, among other things, to limit its recourse to the proceeds of the sale of the New South Store and the Escrow Funds. This effectively reduced Goodyear's claim by over $700,000. Consistent with the Goodyear Settlement, the Debtor began considering the best means of liquidating the Goodyear Inventory. An auction sale was considered better alternative over bulk sale because of competitive bidding and a date certain upon which liquidation could be completed. A proposal was made by Taylor in mid-May, 2016. After some negotiation, the Auction Proposal was modified and accepted by Debtor on June 16, 2016. A copy of the Auction Proposal and the Goodyear Inventory attached to the Motion is available for free at: http://bankrupt.com/misc/Robinson_Tire_29_Sales.pdf While the Auction Agreement speaks for itself, Taylor is responsible for moving the Goodyear Inventory to the New South Store, staging the tires, division of the tires into lots and marketing the tires. The auction will be conducted on-line only, but prospective bidders will have the opportunity to inspect the lots prior to bidding. Taylor has agreed to pay the costs of staging the tires and marketing in advance and to be reimbursed same from the proceeds of the sale. Taylor will be paid a seller's commission of 5% on the first $500,000 of the "hammer price" and 7.5% percent above $500,000. Taylor will also be paid a 10% buyer's premium. Taylor has divided the Goodyear Inventory into approximately 1,000 lots and is in the process of completing catalogs describing the lots. Taylor anticipates the lots will be divided into at least four catalogs. Taylor will begin advertisement of the catalogs and make the lots available for inspection to prospective bidders on or before Aug. 17, 2016. Bids will open for an on-line only auction on Aug. 31, 2016. Bids on the first catalog will begin to close on Sept. 20, 2016. On July 5, 2016, the Debtor was served with a Summons and Complaint in connection with a civil action filed in the U.S. District Court for the District of Minnesota by SIS ("SIS Action"). The Complaint alleges that based upon its security interest in the inventory of Debtor, it is entitled to possession of the inventory. The Complaint also alleges, among other things, that Debtor' intended auction was for the purpose of defrauding its creditors and with the intent of secreting the proceeds of the sale from SIS. The Complaint requests the Minnesota District Court to enjoin Robison from conducting the auction and to award SIS possession and ownership of the inventory. On July 14, 2016, SIS served Robison with a Motion for Temporary Restraining Order, requesting the same relief. In addition to the SIS Action, other trade creditors had filed suit against Debtor in several jurisdictions. With the filing of the SIS Action, the Debtor determined that it would be more efficient to liquidate its assets through a Chapter 11 plan of liquidation. The Debtor also determined that the Chapter 11 Petition was necessary to invoke the automatic stay as to the SIS Action to prevent disruption of the action sale and to preserve the benefits of the Goodyear Settlement. About Robison Tire Since the early 1970's, Robison Tire Co., Inc., was a replacement tire wholesaler and retailer in the Southeastern United States. Robison entered into various dealer agreements with manufacturers of passenger, commercial, off road, implement and specialty tires pursuant to which it purchased products directly from manufacturers and sold products on a wholesale and retail basis. Beginning in approximately 2008, the company began expanding its business operations, both in geographical area and volume. By the beginning of 2011, it was doing business in Mississippi, Alabama, Florida, Tennessee, Georgia, Louisiana and Arkansas. Robison had warehouses in Laurel, Mississippi, Montgomery, Alabama and Nashville, Tennessee. Robison Tire Co., Inc. was an authorized wholesaler and retailer of a number of brands, including Armour, Bridgestone, Goodyear, Hankook, Hercules and Toyo. Robison Tire Co., Inc. sought the Chapter 11 protection (Bankr. S.D. Miss. Case No. 16-51183) on July 14, 2016. Judge Katharine M. Samson is assigned to the case. The Debtor estimated assets in the range of $500,000 to $1 million and $1 million to $10 million in debt. Jarrett Little, Esq. at Lentz & Little, PA serves as the Debtor's counsel. The petition was signed by Michael Windham, president. ROTARY DRILLING TOOLS: Can Get DIP Financing From PNC Bank ---------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized Rotary Drilling Tools USA, LLC, et al., to obtain postpetition financing and use cash collateral. Judge Isgur acknowledged that it is in the best interest of the the Debtors' estates that the Debtors be allowed to enter into the DIP Facility in order to obtain postpetition secured financing from PNC Bank, N.A., and use the prepetition collateral and cash collateral in order to satisfy administrative expenses associated with the operation of their businesses as going concerns and other costs relating to the administration of the Chapter 11 cases. DIP Financing The Debtors have sought approval to obtain up to $3 million of financing from PNC Bank. The DIP Facility bears a non-default rate of Alternate Base Rate plus 3.5%. Upon an Event of Default under the DIP Facility, the interest rate may be increased by an addition 2% per annum. Cash Collateral The Debtors are indebted to PNC Bank in an amount of not less than $35,776,284 as of July 5, 2016. The indebtedness was secured by valid, enforceable, properly perfected, first priority, and unavoidable liens on and security interests encumbering substantially all the Debtors' assets. The approved 13-week budget provides for total operating disbursements in the amount of $1,356,995. The Budget covers the period beginning on the week ending March 4, 2016 and ends on the week ending on Sept. 30, 2016. The Debtors are authorized to grant PNC Bank a valid, binding, and enforceable lien, mortgage and/or security interest in all of the Debtors' presently owned or after-acquired property and assets, and their proceeds. PNC Bank was granted adequate protection in the form of: (1) a lien in all DIP Collateral, junior only to the DIP Lien and Carve-Out; and (2) a postpetition superpriority administrative expense claim against each of the Debtors, which will have priority in payment over any other indebtedness and over all other administrative expenses of any kind. The Carve-Out consists of: (1) postpetition fees and expenses of the Clerk of Court and statutory fees payable to the U.S. Trustee; (2) postpetition fees and expenses of the professionals of the Debtors and professionals of the Statutory Committee, which are retained by an Order of the Court, incurred prior to a Termination Event; and (3) postpetition fees and expenses of the Professionals incurred after the occurrence of a Termination Event in an aggregate amount not to exceed $50,000. Judge Isgur held that the aggregate amount of all items included in the Carve-Out for all Professionals should not exceed $1,020,500, in any event. About Rotary Drilling Tools USA Rotary Drilling Tools USA, LLC, manufactures and markets oilfield drilling tubular tools. Rotary Drilling Tools sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 16-33435) on July 6, 2016. Judge Jeff Bohm is assigned to the case. The Debtor estimated assets and liabilities in the range of $10 million to $50 million. Brooke B. Chadeayne, Esq. and Elizabeth M Guffy, Esq., at Locke Lord Bissell & Liddell, LLP, serve as the Debtor's counsel. The petition was signed by Bryan M. Gaston, chief restructuring officer. The Office of the U.S. Trustee appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Rotary Drilling Tools and its affiliates. RUSSELL COX: Court to Take Up Exit Plan on Sept. 19 --------------------------------------------------- A U.S. bankruptcy judge will consider approval of the Chapter 11 plan of reorganization of Russell and Teri Cox at a hearing on September 19. Judge Phillip Shefferly of the U.S. Bankruptcy Court for the Eastern District of Michigan will hold the hearing at 3:00 p.m., at Courtroom 1975, 211 West Fort Street, Detroit, Michigan. Judge Shefferly will also consider at the hearing the final approval of the Debtors' disclosure statement, which explains the plan. The bankruptcy judge gave preliminary approval to the disclosure statement on August 4. The court order set a September 12 deadline for creditors to cast their votes and file their objections to the plan. About the Debtors Russell E. Cox and Teri L. Cox sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 16-41495) on February 5, 2016. SALEM MEDIA: S&P Revises Outlook to Stable & Affirms 'B-' CCR ------------------------------------------------------------- S&P Global Ratings said that it revised its rating outlook on Salem Media Group Inc. to stable from negative. At the same time, S&P affirmed its 'B-' corporate credit rating on the company. S&P also affirmed its 'B-' issue-level rating on the company's senior secured term loan. The '3' recovery rating is unchanged, indicating S&P's expectation for meaningful recovery (50%-70%; upper half of the range) of principal in the event of a payment default. "The revised outlook reflects Salem Media's wider-than-expected covenant headroom in the first half of 2016, and our expectation that the covenant EBITDA headroom will be at a high-single-digit to low-teens percentage level over the next 12 months," said S&P Global Ratings credit analyst Heidi Zhang. The wider covenant headroom mainly reflects better performance in the company's digital media segment as it improves its mobile monetization efforts in an effort to offset declines from Facebook-sourced traffic, which fell to about 15% in the first half of 2016 compared to 50% a year earlier. "The stable rating outlook reflects our expectation that Salem Media's leverage will be in the low- to mid-5x area and its covenant EBITDA headroom will be in the high-single-digit to low-teens percentage level over the next 12 months," said Ms. Zhang. S&P could consider lowering its corporate credit rating on Salem Media if the company underperforms S&P's base-case expectation of low- to mid-single-digit percentage revenue growth. Under this scenario, the company's liquidity would decline, which would cause its margin of covenant compliance to fall below 5% and increase the risk of covenant violation. Factors that could contribute to this scenario include material business weakness or any debt-financed acquisitions that cause leverage to increase. S&P could consider an upgrade if it believes the company will have adequate liquidity and a covenant headroom greater than 15% over the next 12 months. This would likely require adjusted EBITDA growth in the mid-single-digit percentage area over the 12 months or more debt repayment. SAMUEL FIGUEROA: Files Plan to Exit Chapter 11 Protection --------------------------------------------------------- Samuel Ferrer Figueroa filed with the U.S. Bankruptcy Court for the District of Puerto Rico his proposed plan to exit Chapter 11 protection. The restructuring plan proposes to pay creditors from the proceeds of certain properties owned by the Debtor. Under the plan, Class 3 general unsecured creditors will receive payments if there are still proceeds to be distributed after Banco Popular de Puerto Rico, a secured creditor, is paid. A copy of the Debtor's disclosure statement explaining his proposed plan is available for free at https://is.gd/VhMuid The Debtor's Chapter 11 case is jointly administered with that of Autos Ferrer Inc., which filed a separate Chapter 11 plan of reorganization. The Debtor is represented by: Isabel M. Fullana, Esq. Garcia-Arregui & Fullana PSC 252 Ponce de Leon Ave. Citibank Towers Suite 1101 San Juan, PR 00918 Tel: 787-766-2530 Fax: 787-756-7800 About Samuel Ferrer Figueroa Samuel Ferrer Figueroa sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 15-08241) on October 22, 2015. The case is jointly administered with the Chapter 11 case (Bankr. D.P.R. Case No. 15-08240) of Autos Ferrer Inc. SANDERS COMMERCIAL: Motion for More Time to File Plan Withdrawn --------------------------------------------------------------- Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern District of Mississippi granted Sanders Commercial Properties, LLC's motion seeking the withdrawal of its Motion for Additional Time to File Disclosure Statement and Plan of Reorganization. As previously reported by The Troubled Company Reporter, the Debtor asked the U.S. Bankruptcy Court to grant it additional time within which to file its Plan of Reorganization and Disclosure Statement in this Chapter 11 case, through and until 20 days after the Court rules on the Debtor's motions to sell property. About Sanders Commercial Properties, LLC. Sanders Commercial Properties, LLC, sought Chapter 11 protection (Bankr. S.D. Miss. Case No. 15-01560) on May 13, 2015. Judge Neil P. Olack is assigned to the case. The petition was signed by David R. Sanders, member/registered agent. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. Craig M. Geno, Esq. at Law Offices of Craig M. Geno, PLLC serves as the Debtor's counsel. The Debtor is continuing to operate as Debtor-In-Possession. No trustee, examiner or official committee has been appointed in the case. SANDERS COMMERCIAL: Withdraws Bid to Extend Exclusivity Periods --------------------------------------------------------------- Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern District of Mississippi grants the motion ore tenus of Sanders Commercial Properties, LLC, to withdraw its motion for additional time to file disclosure statement and plan of reorganization, and ordered that the motion for additional time to file disclosure statement and plan of reorganization withdrawn. As previously reported by The Troubled Company Reporter, the Debtor asks the Court "to grant it additional time within which to file its Plan of Reorganization and Disclosure Statement in this Chapter 11 case, through and until 20 days after the Court rules on the Debtor's motions to sell property. The separate Chapter 11 case of the Debtor's principal, David Sanders, has been converted to a Chapter 7, which caused Trustmark to declare a default in the Sanders Commercial case, asserting that the automatic stay has been lifted entitling Trustmark to foreclose upon its collateral. Subsequent to the notice of default, the Debtor in this case initiated its motion to sell real property free and clear of liens, claims and interest with two offers it has received. Because of the uncertainty in connection with Trustmark's position on the sale of assets, it is premature for Sanders Commercial to file a Disclosure Statement and Plan of Reorganization. In the event the sales of assets can be consummated, a Plan of Reorganization will follow that immediately. However, in the event the sales of assets cannot be accomplished, there may be no need for a Plan of Reorganization. The Debtor's counsel can be reached at: LAW OFFICES OF CRAIG M. GENO, PLLC Craig M. Geno, Esq. Jarret P. Nichols, Esq. 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: (601) 427-0048 Fax: (601) 427-0050 About Sanders Commercial Properties Sanders Commercial Properties, LLC, sought Chapter 11 protection (Bankr. S.D. Miss. Case No. 15-01560) on May 13, 2015. Judge Neil P. Olack is assigned to the case. The petition was signed by David R. Sanders, member/registered agent. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. Craig M. Geno, Esq. at Law Offices of Craig M. Geno, PLLC serves as the Debtor's counsel. The Debtor is continuing to operate as Debtor-In-Possession. No trustee, examiner or official committee has been appointed in the case. SEVENTY SEVEN: S&P Raises Rating on 1st Lien Sec. Term Loan to 'B' ------------------------------------------------------------------ S&P Global Ratings raised its issue-level rating on Oklahoma City-based Seventy Seven Energy Inc.'s (SSE) first-lien secured term loan due 2020 to 'B' from 'B-'. The recovery rating on this debt is '1', indicating S&P's expectation of very high (90% to 100%) recovery to creditors in the event of a payment default. S&P also assigned a 'CCC' issue-level rating to the company's second-lien secured incremental term loan due 2021. The recovery rating on this debt is '5', indicating S&P's expectation of modest (10% to 30%, upper half of the range) recovery to creditors in the event of a payment default. The revision reflects SSE's senior secured loan hierarchy. The $400 million secured term loan due 2020 (about $393 million of which is outstanding) is a first-lien secured term loan. The $100 million secured incremental term loan due 2021 (about $84 million of which is outstanding) is a second-lien secured term loan. RECOVERY ANALYSIS Key analytical factors: S&P's simulated default scenario contemplates a cyclical downturn in the oil and gas sector coupled with the company's inability to renew a material portion of its contracts with Chesapeake Energy or new customers. S&P is revising its issue-level rating on SSE's first-lien secured term loan maturing in 2020 to 'B' from 'B-' ('1' recovery rating). S&P is assigning a new issue-level rating on SSE's second-lien secured incremental term loan maturing in 2021 to 'CCC' ('5' recovery rating, upper half of the range). S&P's recovery analysis for SSE assumes its asset-based loan facility will have $60 million of principal outstanding prior to default. S&P bases its valuation for SSE on our estimated EBITDA at emergence of $100 million and an EBITDA multiple of 5x. Simulated default assumptions: Simulated year of default: 2018 EBITDA at emergence: $100 million EBITDA multiple: 5x Simplified waterfall: Net enterprise value (after 5% administrative expenses): $475 million Priority claims: $62 million Secured first-lien debt claims: $395 million Recovery expectations: 90% to 100% Secured first-lien debt claims: $87 million Recovery expectations: 10% to 30% (upper half of the range) Note: All debt amounts include six months of prepetition interest. RATINGS LIST Seventy Seven Energy Inc. Corporate credit rating CCC+/Developing/-- Issue-Level Rating Raised; Recovery Rating Revised To From Seventy Seven Energy Inc. Senior Secured 1st-lien term ln due 2020 B B- Recovery rating 1 2H New Rating Seventy Seven Energy Inc. Senior Secured 2nd-lien incremental term ln due 2021 CCC Recovery rating 5H SINCLAIR TELEVISION: Moody's Rates New $350MM Unsec. Notes 'B1' --------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to the proposed senior unsecured notes of Sinclair Television Group, Inc, a subsidiary of Sinclair Broadcast Group, Inc. The proposed size of the issuance is $350 million with an expected maturity of 2027. Also as part of the transaction, Sinclair will redeem the company's outstanding senior unsecured notes maturing in 2021. Sinclair Broadcast Group, Inc.'s Ba3 Corporate Family Rating remains unchanged. Assignments: Issuer: Sinclair Television Group, Inc NEW $350 million Senior Unsecured Notes: Assigned B1 (LGD5) RATINGS RATIONALE The extended maturity of the newly issued senior unsecured note is credit positive, lowering borrowing costs and pushing out the debt maturity profile of the senior unsecured note from 2021 to 2027. Sinclair Broadcast Group, Inc.'s Ba3 Corporate Family Rating reflects the company's established brand, scale and geographic US reach. The company broadcasts 484 channels on 173 TV stations to 44 million homes in 81 markets (50 multi-station markets), and has more stations than any other broadcaster. These assets will generate close to $2.6 billion in annualized revenue over our rating horizon, scale consistent with peers in this rating category. Sinclair's market focus benefits from high growth political ad revenue given its presence in 23 state capitals, 10 swing states, in addition to operating a broadcast TV station and cable news network based in Washington. In addition, the company's revenue model is becoming more balanced with a higher mix of retransmission fees which are growing at a much faster pace than its core ad revenues. Sinclair's rating is constrained by shareholder-friendly financial policies that tolerate moderately high leverage. In addition, the company's ad-dependent revenue model is vulnerable to seasonal and cyclical swings, strongly influenced by economic changes as well as political ad spending during presidential elections and the timing of major legislation passed at the state and national level, and elections at those levels. The ratings also reflect the growing exposure to competitive threats and potential loss of market share resulting from media fragmentation. In addition, risk is building in retransmission fees which are drawing the attention of regulators, competitors, and affiliates as the value and rate of growth rises. Sinclair is particularly challenged as the company has a middle market focus with only 25 of its markets ranking in the top 50 and roughly 70% of the company's markets ranking outside the top 50. Regardless, the company is producing good EBITDA margins close to sector average, at near mid 30%, normalized without the benefit of high-margin political ad spending. The principal methodology used in this rating was Global Broadcast and Advertising Related Industries published in May 2012. Sinclair, headquartered in Hunt Valley, MD, and founded in 1986, is one of the largest U.S. television broadcasters owning, operating or providing services to 173 stations in 81 markets. The station group reaches roughly 38% of U.S. television households with diversified network affiliations across primary and digital subchannels including each of the major networks. The company also owns a Washington D.C. based local cable news network and cable network, Tennis Channel. Members of the Smith family exercise control over most corporate matters given they represent four of the eight board seats and, through Sinclair's dual class share structure, the Smith family controls approximately 76% of voting rights. Reported net revenue for the 12 months ended June 30, 2016, totaled over $2.4 billion. SINCLAIR TELEVISION: S&P Rates New $350MM Sr. Unsec. Notes 'B+' --------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '5' recovery rating to Sinclair Television Group Inc.'s proposed $350 million senior unsecured notes due 2027. The '5' recovery rating indicates S&P's expectation for modest recovery (10%-30%; lower half of the range) of principal in the event of a payment default. Sinclair is a wholly owned subsidiary of Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast Group Inc. The company expects to use the net proceeds to repay the 6.375% notes. As a result, S&P expects that leverage, based on average-eight-quarter EBITDA, will remain unchanged in the low-5x area. S&P also expects that leverage will decline to under 5x over the next two quarters due to EBITDA growth from growth in political advertising and retransmission revenue. S&P also expects that leverage will remain below 5.5x on a sustained basis. RATINGS LIST Sinclair Broadcast Group Inc. Corporate Credit Rating BB-/Stable/-- New Ratings Sinclair Television Group Inc. Senior Unsecured $350 million notes due 2027 B+ Recovery Rating 5L STONE ENERGY: Financial Covenants Raise Going Concern Doubt ----------------------------------------------------------- Stone Energy Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $195.76 million on $89.32 million of total operating revenue for the three months ended June 30, 2016, compared to net loss of $152.91 million on $149.52 million of total operating revenue for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $384.54 million on $169.86 million of net revenues, compared to a net loss of $480.29 million on $301.95 million of net revenues for the same period in the prior year. As of June 30, 2016, Stone Energy had $1.32 billion in total assets, $1.74 billion in total liabilities and a total stockholders' equity of -$428.86 million. The level of the Company's indebtedness of $1,428 million as of June 30, 2016 and the current commodity price environment have presented challenges as they relate to the Company's ability to comply with the covenants in the agreements governing its indebtedness, particularly the maximum Consolidated Funded Debt to consolidated EBITDA ("Consolidated Funded Leverage") financial covenant set forth in its bank credit agreement. If they exceed the maximum Consolidated Funded Leverage financial covenant, they would be required to seek a waiver or amendment from their bank lenders. If the company is unable to reach an agreement with its banks or find acceptable alternative financing, it may lead to an event of default under its bank credit facility. If following an event of default, the banks were to accelerate repayment under the bank credit facility, it would result in an event of default and may result in the acceleration of their other debt instruments. On June 14, 2016, Stone Energy entered into an amendment to the bank credit facility which, among other things, requires that they maintain minimum liquidity of $125.0 million through January 15, 2017 and revised the maximum Consolidated Funded Leverage financial covenant from 3.75 to 1 to 5.25 to 1 for the fiscal quarter ended June 30, 2016, 6.50 to 1 for the fiscal quarter ending September 30, 2016, 9.50 to 1 for the fiscal quarter ending December 31, 2016 and 3.75 to 1 thereafter. They were in compliance with all covenants under the bank credit facility as of June 30, 2016, however, the minimum liquidity requirement and other restrictions under the credit facility may prevent them from being able to meet their interest payment obligation on the 7-1/2% Senior Notes due in 2022 (the "2022 Notes") in the fourth quarter of 2016 as well as the subsequent maturity of their 1-3/4% Senior Convertible Notes due in March 2017 (the "2017 Convertible Notes"). Additionally, the Company anticipates that it could exceed the Consolidated Funded Leverage financial covenant of 3.75 to 1 at the end of the first quarter of 2017 unless a material portion of its debt is repaid, reduced or exchanged into equity. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://is.gd/gPSuj9 About Stone Energy Stone Energy is an independent oil and natural gas exploration and production company headquartered in Lafayette, Louisiana with additional offices in New Orleans, Houston and Morgantown, West Virginia. Stone is engaged in the acquisition, exploration, development and production of properties in the Gulf of Mexico and Appalachian basins. For additional information, contact Kenneth H. Beer, Chief Financial Officer, at 337-521-2210 phone, 337-521-9880 fax or via e-mail at CFO@StoneEnergy.com * * * The Troubled Company Reporter, on June 17, 2016, reported that S&P Global Ratings said it raised its corporate credit rating on oil and gas exploration and production company Stone Energy Corp. to 'CCC-' from 'D'. The outlook is negative. S&P also raised the issue-level rating on the company's senior unsecured debt to 'CCC-' from 'D'. The recovery rating is '3', indicating S&P's expectation of meaningful (high end of the 50% to 70% range) recovery if a payment default occurs. The 'CCC-' corporate credit rating reflects the risk that Stone could elect to file for Chapter 11 and/or restructure its debt within the next six months. S&P expects the borrowing base for the company's reserve-based lending facility to decrease in the fall, further pressuring liquidity on top of lower cash flows from operations. S&P also notes that the company has an upcoming $300 million maturity in March 2017, and S&P believes the company would have trouble accessing capital markets to refinance it given current market conditions. SUCCESS INC: Hires Neubert Pepe as Counsel ------------------------------------------ Success Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Connecticut to employ Neubert, Pepe & Monteith, PC as counsel. The Debtor requires NPM to: a. Advise the Debtor of its rights, powers, and duties as a debtor and debtor-in-possession continuing to operate and manage its business and property; b. Advise the Debtor concerning, and assisting in the negotiation and documentation of, financing agreements, debt restructuring, and related transactions; c. Review the nature and validity of any liens asserted against the property of the Debtor, and advising the Debtor concerning the enforceability of such liens; d. Advise the Debtor concerning the actions that these might take to collect and to recover property for the benefit of the Debtor’s estate; e. Prepare on the Debtor’s behalf necessary and appropriate applications, motions, pleadings, draft orders, notices, and other documents, and reviewing all financial and other reports to be filed in this Chapter 11 case; f. Advise the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices, and other papers which may be filed and served in this Chapter 11 case; g. Counsel the Debtor in connection with the formulation, negotiation, and prosecution of a plan of reorganization and related documents; and h. Perform all other legal services for and on behalf of the Debtor which may be necessary or appropriate in the administration of this Chapter 11 case. NPM will charge the Debtor for legal services on an hourly basis in accordance with its ordinary and customary hourly rates for cases of this nature. NPM has received a retainer in the amount of $10,000. NPM will also be reimbursed for reasonable out-of-pocket expenses incurred. Douglas S. Skalka, principal of the law firm Neubert, Pepe & Monteith, PC, 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 Debtor and its estates. NPM may be reached at: Douglas S. Skalka Neubert, Pepe & Monteith, PC 195 Church Street, 13th Floor New Haven, CT 06510 Tel: (203)821-2000 E-mail: dskalka@npmlaw.com About Success, Inc. Success, Inc. filed a chapter 11 petition (Bankr. D. Conn. Case No. 16-50884) on July 1, 2016. The petition was signed by Gus Curcio, Sr., president. The Debtor is represented by Douglas S. Skalka, Esq., at Neubert, Pepe, and Monteith, P.C. The case is assigned to Judge Julie A. Manning. The Debtor estimated assets and debts at $1 million to $10 million at the time of the filing. SUCN. PEDRO: Hires Carlos A. Piovanetti Dohnert as Attorney ----------------------------------------------------------- Sucn. Pedro Bigay Inc.,seeks authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Carlos A. Piovanetti Dohnert as Attorney. On June 20, 2016, Debtor file a motion to inform and request for resignation of the Legal Representation of Santiago, Malavet & Santiago, PSC. On June 23, 2016, the request was granted, thus, Debtor was allowed 30 days to seek new legal representation. The Debtor has retained the services of Carlos A. Piovanetti Dohnert to represent in all proceedings pending before the court. Carlos A. Piovanetti Dohnert will be paid at the rate of $175 per hour, plus expenses. Carlos A. Piovanetti Dohnert 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 Debtor and its estates. Carlos A. Piovanetti Dohnert may be reached at: Carlos A. Piovanetti Dohnert Banco Cooperative, Suite 804-B 623 Ponce de Leon Ave. San Juan, PR 00917 Tel: (787)758-1835 Fax: (787)758-2659 About Sucn. Pedro Bigay Inc. Sucn. Pedro Bigay Inc. filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-00055) on January 8, 2016. Jesus Santiago Malavet, Esq., at Santiago Malavet and Santiago Law Office initially served as bankruptcy counsel to the Debtor. The firm later resigned and the Debtor retained Carlos A. Piovanetti Dohnert. SUNEDISON INC: Exclusivity Periods Extended Through Nov. 17 ----------------------------------------------------------- Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York extended SunEdison, Inc., et al.'s periods during which they may file a chapter 11 plan and solicit acceptances thereto, through November 17, 2016 and January 16, 2016, respectively. A full-text copy of the Order, dated August 11, 2016, is available at https://is.gd/Y4hJTo 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. Five affiliates of SunEdison, Inc. and certain of its subsidiaries on August 9, 2016, commenced cases by filing petitions for relief under the Bankruptcy Code in the Bankruptcy Court, namely: Buckthorn Renewables Holdings, LLC (Case No. 16-12298), Greenmountain Wind Holdings, LLC (Case No. 16-12299), Rattlesnake Flat Holdings, LLC (Case No. 16-12300), Somerset Wind Holdings, LLC (Case No. 16-12301), and SunE Waiawa Holdings, LLC (Case No. 16-12302). 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 Jay M. Goffman, Esq., Eric J. Ivester, Esq., James J. Mazza, Jr., Esq., and Louis S. Chiappetta, Esq., at 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. SUNEDISON INC: Selling Interests in Minnesota Projects for $80M --------------------------------------------------------------- SunEdison, Inc., and affiliated sellers ask the U.S. Bankruptcy Court for the Southern District of New York to authorize their proposed bidding procedures for the sale of equity interests in certain project companies to SoCore MN Acquisition LLC for $79,804,159, subject to certain adjustments and overbid. A hearing on the Motion is set for Aug. 18, 2016 at 10:00 a.m. (PET). The objection deadline is on Aug. 16, 2016 at 4:00 p.m. (PET) Through its large commercial and industrial segment ("C&I")--SunEdison has 22 C&I projects under development in the State of Minnesota ("Minnesota Projects"). These projects include 15 self-developed projects and 7 additional projects that have been co-developed with Ecoplexus, Inc. ("Ecoplexus") under the terms of a prior agreement ("Ecoplexus PSA"). The Minnesota Projects will provide 136 MW of power upon reaching their commercial operation dates and are located in a cold weather state with a project construction season dictated by the freeze and thaw cycles at project sites. Furthermore, under current Minnesota Public Utility Commission ("MNPUC") guidelines, which sets commercial operation date ("COD") deadlines from the time an application is "deemed complete," over 2/3 of the Minnesota Projects have hard COD deadlines expiring in May-June 2017. Although a recent unofficial decision by MNPUC may extend this timeline, there is no certainty that the current COD deadlines can be officially extended. The combination of the seasonal construction requirements and the second quarter 2017 completion deadline required Seller to move quickly to sell the Minnesota Projects by October 2016 to allow the buyer to effectively plan, stage, and execute on the construction of the Minnesota Projects in total. SunEdison began an extensive marketing process for the sale of the equity interests in October 2015. At that time, SunEdison received twelve bids, from which it selected six bidders, including the Stalking Horse Buyer, to participate in further discussions. SunEdison determined that the Stalking Horse Buyer's bid was the most attractive because, among other reasons, it offered the highest purchase price and provided substantially greater certainty with respect to financing, execution, and consummation of the proposed transactions, due to its backing by Edison International, a publicly-traded utility company with a market capitalization of $25 billion. As a result of the marketing and sales process that has transpired, and the extensive arm's-length negotiations among the parties, the seller believes that the sale of the equity interests to the Stalking Horse Buyer or to any other Successful Bidder at the Auction ("Successful Bidder") will maximize the value of the seller's estate for the benefit of all its creditors, its stakeholders, and other parties in interest. The Debtors entered into a Purchase and Sale Agreement dated as of Aug. 10, 2016 ("Staking Horse Agreement") with stalking horse buyer SoCore MN Acquisition for the purchase of the equity interests. The Stalking Horse Agreement contemplates the sale of the equity interests in the companies that own the Minnesota Projects ("Project Companies") to the Stalking Horse Buyer for a total of $79,804,159, subject to certain adjustments, and is comprised of a $57,972,159 development fee, reimbursement of $9,500,000 of deposits under the State of Minnesota's Community Solar Garden Program, and reimbursement of $12,332,300 in interconnection costs previously paid for by the Debtors. Critical to the Stalking Horse Buyer's agreement to enter the Stalking Horse Agreement, the Seller has agreed to pay the Stalking Horse Buyer: (a) documented actual, reasonable out-of-pocket costs and expenses (including fees and expenses of counsel) incurred by Buyer or its affiliates (other than seller) in connection with the negotiation, documentation and implementation of the Stalking Horse Buyer's agreement and the transactions and all proceedings incident thereto and appeals therefrom, up to a maximum amount of $1,250,000 and (b) a break-up fee of up to 2.6% of the Purchase Price or $2,100,000, subject to reduction to $1,525,000 in the event that 6 projects on properties where interim land use permits have been issued, but conditional land use permits have not been issued ("IUP Projects"), are no longer subject to exclusivity ("Bid Protections"). Interim use permits are, for various reasons, inferior to conditional use permits and may be subject to discretionary revocation by the issuing municipality. For that reason, IUP Projects are treated differently under the Stalking Horse Buyer's agreement, allowing the sellers to continue to market the IUP Projects beginning on 30 days after the Stalking Horse Buyer's agreement date. The Debtors submit that the seller's ability to offer the Bid Protections enables it to ensure the sale of the equity interests to the Stalking Horse Buyer at a price it believes to be fair while, at the same time, providing it with the potential of even greater benefit to its estate. Given the extensive marketing of the equity interests to date, the Debtors believe that the bidding process affords the Debtors a sufficient opportunity to maximize the value of a sale of the equity interests to their estates. The Bidding Procedures establish these key dates for the bidding: a. Objection Deadline for Sale Motion: Sept. 15, 2016 by 4:00 p.m. (PET) b. Bid Deadline: No later than Sept. 16, 2016 at 4:00 p .m. (EST) c. Auction: Sept. 20, 2016 at the offices of Skadden, Arps, Slate, Meagher & Flom LLP, Four Times Square, New York, NY. d. Sale Hearing: Sept. 22, 2016 at 10:00 a.m. (EST) e. Auction and Auction Procedures: Subsequent bids must provide a net value to the estate of at least an additional $200,000 above the prior bid. f. Bid Protections: $3,350,000 g. Purchase Price: $79,804,159, subject to certain purchase price adjustments and closing. The seller, SunE MN Development, LLC, owns all the equity interests contemplated to be transferred under the Stalking Horse Agreement, but SunE Minnesota Holdings, LLC and SunE MN Development Holdings, LLC each transferred assets to the Project Companies prior to the Aug. 10, 2016 Petition Date. Accordingly, the Stalking Horse Buyer would not execute the Stalking Horse Agreement unless each of August 10 Case Debtors commenced a proceeding in the Chapter 11 Cases and provided releases to provide finality to the sale of the equity interests. The Chapter 11 Cases are being jointly administered under Case No. 16-10992. In connection with the Stalking Horse Agreement, the Debtors seek approval of that certain settlement agreement by and between Ecoplexus and Sun Edison, LLC, dated Aug. 10, 2016 ("Ecoplexus Settlement Agreement"), The Ecoplexus Settlement Agreement resolves certain claims related to a Ecoplexus PSA, dated Sept. 30, 2015, by and between Ecoplexus, as seller, and Sun Edison LLC, as buyer. Sun Edison, LLC first acquired certain of the equity interests, among other project companies, from Ecoplexus pursuant to the Ecoplexus PSA. Additionally, Sun Edison, LLC acquired the rights to the refunds of any deposits made by Ecoplexus to Xcel Energy, Inc. ("Xcel"), an interconnection utility, on behalf of any of the acquired project companies under the Exoplexus PSA. Since the Stalking Horse Agreement contemplates the sale of projects acquired under the Ecoplexus PSA, the Debtors must finally seek to resolve their claims with Ecoplexus thereunder, designating which projects will be accepted or rejected, and allocating the refunds of any interconnection deposits held by Xcel. To fully and finally resolve all claims under the Ecoplexus PSA, the Debtors and Ecoplexus entered into the Ecoplexus Settlement Agreement, which designates certain projects as accepted, others as rejected, and includes the payment of up to $0.12 per DC Watt of capacity of Accepted Projects (as defined in the Ecoplexus Settlement Agreement, and which are estimated to be approximately $5,150,000 in aggregate) to Ecoplexus from the proceeds of the Stalking Horse Agreement as each Accepted Project reaches NTP. Since these terms resolve all outstanding claims under the Ecoplexus PSA, the Ecoplexus Settlement Agreement contains a mutual release of all claims arising out of, or related thereto. A copy of the Bidding Procedures and Ecoplexus PSA attached to the Motion is available for free at: http://bankrupt.com/misc/SunEdison_Inc_961_Sales.pdf 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. SUNEDISON INC: Selling Interests in Project Companies for $144M --------------------------------------------------------------- SunEdison, Inc., and affiliates, ask the U.S. Bankruptcy Court for the Southern District of New York to authorize proposed bidding procedures for the sale of equity interests in certain North American utility project companies to NRG Renew LLC for $144,000,000, subject to overbid. A hearing on the Motion is set for Aug. 18, 2016 at 10:00 a.m. (PET). The objection deadline is Aug. 16, 2016 at 4:00 p.m. (PET). SunEdison is in the business of developing, constructing, financing and selling solar, wind and other renewable energy systems across the following business units: (i) residential and small commercial; (ii) large commercial and industrial; (iii) utility scale ("Utility"); (iv) global asset management; and (v) the Solar Materials Business Unit. As part of the Utility business, the Debtors own certain direct or indirect (as applicable) equity or membership interests ("Equity Interests") in project companies ("Project Companies") owning certain utility scale projects ("Projects"). The Projects are held through the Project Companies comprised of each of the Utah/Development Group, the Hawaii Group or the Buckthorn Group, respectively. Prior to execution of the Stalking Horse Agreement, in connection with a potential sale process for the Equity Interests as well as other assets of the company, Rothschild identified and developed a list of potentially interested parties and solicited such parties' interest in a sale transaction. As a result of the robust marketing and sales process that has transpired, and the extensive arm's-length negotiations among the parties, the Debtors believe that the sale of the Equity Interests to stalking horse buyer NRG Renew LLC or to any other prevailing purchaser at the auction will maximize the value of the Debtors estates for the benefit of all their creditors, their stakeholders, and other parties in interest. The Debtors and Stalking Horse Buyer entry into an Purchase and Sale Agreement ("Stalking Horse Agreement") dated as of Aug. 8, 2016. Subject to section 7.11 of the Stalking Horse Agreement, which provides a limited "go dark" period from the date of execution of the Stalking Horse Agreement until the Court enters the Bidding Procedures Order, the Debtors will continue to market the Equity Interests until the bid deadline and will permit interested parties to participate in the bidding process. Specifically, the purchase price in the Stalking Horse Agreement is for $144,000,000, which amount will be allocated and payable at the applicable closing in proportion to each package, plus certain earn-out payments following the closings and less certain potential purchase price reductions. Critical to the Stalking Horse Buyer's agreement to enter the Stalking Horse Agreement, the Debtors have agreed to pay the Stalking Horse Buyer (a) reasonable documented out-of-pocket costs and expenses (including expenses of outside counsel, accountants and financial advisors) incurred by the Stalking Horse in connection with or related to its evaluation, diligence, negotiation, and documentation of a possible transaction with any seller or in connection with or related to the transactions contemplated by the Stalking Horse Agreement, up to a maximum amount of $4,500,000, and (b) $5,500,000 break-up fee ("Bid Protections"). The Debtors submit that the Bid Protections enables them to ensure the sale of the Equity Interests to the Stalking Horse Buyer at a price they believe to be fair while, at the same time, providing them with the potential of even greater benefit to the estates. The Bidding Procedures are designed to maximize value for the Debtors' estates, while ensuring an orderly sale process consistent with the timeline available to the Debtors under the Stalking Horse Agreement. The Debtors believe that the bidding process affords them a sufficient opportunity to maximize the value of a sale of the Equity Interests to their estates. The Bidding Procedures establish the following key dates for the bidding process: a. Bid Deadline: no later than Sept. 6, 2016 at 4:00 p.m. (EST) b. Auction: Sept. 9, 2016 at 10:00 a.m. (EST) at the offices of Skadden, Arps, Slate, Meagher & Flom LLP, Four Times Square, New York, NY. c. Sale Hearing: on Sept. 15, 2016 at 10:00 a.m. (EST) A copy of the Bidding Procedures and the list of acquired Entity Interests to be sold attached to the Motion is available for free at: http://bankrupt.com/misc/SunEdison_Inc_942_Sales.pdf 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. SUNPOWER BY RENEWABLE ENERGY: Wants Authority to Use Cash --------------------------------------------------------- Sunpower by Renewable Energy Electric, Inc., asks the U.S. Bankruptcy Court for the District of Nevada for authorization to use cash collateral. The Debtor is indebted to: Secured Creditor Amount ---------------- ------ Strategic Funding Source, Inc. $750,000 SBF Financing and Technology, LLC $69,000 Pearl Capital $160,000 The Debtor tells the Court that it depends on the revenues from its solar business, in part, to maintain its business operations, payroll and all other necessary expenses for the business. The Debtor anticipates that over the next six months, the revenues generated will be sufficient to maintain and fund the expenses of the business. The Debtor contends that it will be unable to maintain its solar business and the income stream generated therefrom, if it is denied the ability to use the revenues. The Debtor further contends that without the ability to use the Cash Collateral, including the revenues, the Debtor will be forced to abandon its solar business to the detriment of the Debtor’s estate, its creditors and other parties in interest. The Debtor's proposed Budget covers August 2016 through February 2017. The Budget provides for total expenses in the amount of $4,245,000. The Debtor proposes to grant the secured creditors replacement liens and security interests to the extent of any diminution in value of the Prepetition Collateral. The Debtor relates that certain of its contractors, who supply the Debtor with certain materials and work on the real property, may have the right to assert liens on the Debtor’s assets. The Debtor proposes that to the extent the Debtor uses Cash Collateral, such contractors or entities other than the secured creditors, that hold valid, duly perfected, non-avoidable liens that are superior to all other liens on the relevant collateral, be granted replacement liens on the proceeds of such Other Lienholders’ collateral, to the extent of the diminution of value of such collateral, which liens shall have the same priority, validity, force and effect as the lien that they replace, subject to all defenses, claims and counterclaims the Debtor may have against such liens or the claims underlying such liens and to the rights and security interests granted to any debtor in possession lender. A full-text copy of the Debtor's Motion, dated August 12, 2016, is available at https://is.gd/qHmXuM Sunpower by Renewable Energy Electric, Inc. is represented by: Samuel A. Schwartz, Esq. Bryan A. Lindsey, Esq. SCHWARTZ FLANSBURG PLLC 6623 Las Vegas Blvd. South, Suite 300 Las Vegas, NV 89119 Telephone: (702) 385-5544 Strategic Funding Source, Inc. can be reached at: STRATEGIC FUNDING SOURCE, INC. Acct No xx5122 120 West 45th Street New York, NY 10036 Pearl Gamma Funding, LLC can be reached at: PEARL GAMMA FUNDING, LLC c/o Ariel Bouskila, Esq. MCA Servicing - Counsel 40 Exchange Place, Suite 1306 New York, NY 10005 SBF Finance and Technology LLC can be reached at: SBF Finance and Technology LLC 2200 Renaissance Blvd., Ste 170 King of Prussia, PA 19406-2794 About Sunpower by Renewable Energy Electric, Inc. Sunpower by Renewable Energy Electric, Inc. filed a chapter 11 petition (Bankr. D. Nev. Case No. 16-14459-led) on August 12, 2016. The Debtor is represented by Samuel A. Schwartz, Esq. and Bryan A. Lindsey, Esq., at Schwartz Flansburg PLLC. The Debtor is a solar energy company and provides solar energy services, including the assessment and installation of solar panels to residential and commercial customers in Nevada, Arizona and California. SYNCARDIA SYSTEMS: Says It's Not Heading Out of the Market ---------------------------------------------------------- French artificial heart maker Carmat's chief executive officer, Marcello Conviti, was quoted regarding SynCardia Systems, Inc. and the SynCardia temporary Total Artificial Heart (TAH-t) in an August 3, 2016 article published by Seeking Alpha. This response from SynCardia is to correct erroneous information in the article. "SynCardia's machine works quite well, but it's a very old machine with a big air compressor . . . I'm not surprised that they're heading out of the market," said Marcello Conviti. SynCardia states it is not heading out of the market that it dominates through superior clinical results. Here are specifics on SynCardia's reorganization: On August 2, 2016, the judge overseeing the Company's Chapter 11 reorganization approved the following: SynCardia is on track to serve SynCardia Certified Centers for years to come. SynCardia's plans include the following initiatives: CLINICAL SUCCESS SynCardia agrees with Conviti's quote that the SynCardia Total Artificial Heart "works quite well." From 1969 through August 5, 2016 there have been 1,688 implants of many different Artificial Heart designs in people. The SynCardia accounts for 1,625 of those artificial hearts implanted. There are 113 SynCardia Certified Centers worldwide, 13 of which are located in France. There are more than 400 SynCardia implants for each one Carmat implant. SynCardia patients have over 550 patient years of support and Carmat has less than two patient years. The International Society for Heart and Lung Transplantation (ISHLT) recently issued the first annual report of its Mechanically Assisted Circulatory Support (IMACS) registry. The global registry monitors the outcomes of patients receiving durable mechanical circulatory support (MCS) devices in all countries and hospitals wishing to participate. According to the latest statistics in the IMACS report, 73.5% of patients implanted with the SynCardia Artificial Heart were either alive on the device (26.3%) or were transplanted (47.2%) at six months. This is the highest bridge to transplant rate for any durable device. NEW TECHNOLOGY According to SynCardia, Conviti's quote, "But it's a very old machine with a big air compressor," is outdated. The SynCardia Artificial Heart is powered by precisely calibrated pulses of air produced by SynCardia drivers. The drivers that powered the SynCardia Artificial Hearts have come a long way since the large first-generation drivers. Over the last six years SynCardia has received regulatory approval by the CE Mark for Europe, Health Canada, and FDA in the U.S., for both the new Companion 2 hospital driver and Freedom(R) portable driver. The 50cc SynCardia Heart was approved for use in Europe on December 24, 2014. During the same time period, over 200 clinically stable SynCardia Artificial Heart patients have benefited from the nearly unlimited mobility offered by the SynCardia Freedom(R) portable driver. These patients have been discharged from the hospital to enjoy life at home and in their communities. This helps patients get in better shape for their eventual donor heart transplant. About the SynCardia temporary Total Artificial Heart The SynCardia TAH-t is an implantable system designed to assume the full function of a failed human heart in patients suffering from end-stage biventricular (both sides) heart failure. The SynCardia TAH-t is the only total artificial heart that is commercially available in the United States, European Union and Canada for use as a bridge to donor heart transplantation. More than 1,625 implants of the SynCardia Total Artificial Heart account for over 550 patient years of life on the device. Since January 2012 more than 600 SynCardia Hearts have been implanted. The youngest patient to receive a SynCardia Heart was 9 years old; the oldest was 80 years old. The longest a patient has lived with a SynCardia Heart and received a successful donor heart transplant was nearly four years (1,373 days). SynCardia Systems also manufactures the Freedom(R) portable driver, which powers the SynCardia Heart while allowing clinically stable patients to be discharged from the hospital and live at home and in their communities. The Freedom(R) portable driver has been used by more than 290 patients, accounting for over 190 patient years of support. About SynCardia Systems SynCardia Systems, Inc., a medical technology company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 16-11599) on July 1, 2016. The petition was signed by Stephen Marotta, chief restructuring officer. At the time of the filing, the Debtor estimated its assets and liabilities at $10 million to $50 million. The Debtor filed for bankruptcy protection months after a failed launch of an initial public offering of its common stock which resulted in a liquidity shortfall. SynCardia, a privately-held company with global headquarters and manufacturing in Tucson, Arizona, is focused on developing, manufacturing and commercializing the SynCardia temporary Total Artificial Heart, or TAH-t, an implantable system designed to assume the full function of a failed human heart in patients suffering from advanced heart failure. SynCardia Systems employed Olshan Frome Wolosky LLP and Young Conaway Stargatt & Taylor, LLP as co-counsel. Ankura Consulting Group, LLC provides interim management services, and the firm's Stephen Marotta acts as chief restructuring officer and B. Lee Fletcher as assistant restructuring officer. Canaccord Genuity Inc. serves as investment banker, and Rust Consulting/Omni Bankruptcy serves as claims and administrative agent. The Office of the U.S. Trustee has appointed three creditors of SynCardia Systems, Inc., to serve on the official committee of unsecured creditors. The Committee tapped Shaw Fishman Glantz & Towbin LLC as counsel, Arent Fox LLP as co-counsel, and Gavin/Solmonese LLC as financial advisor. SYNCARDIA SYSTEMS: Sindex-Led Auction on Sept. 14 ------------------------------------------------- In a notice with the U.S. Bankruptcy Court for the District of Delaware, SynCardia Systems, Inc., said it proposes to enter into an Asset Purchase Agreement ("Stalking Horse APA"), dated as of July 1, 2016, to sell its assets, including claims of the Debtor against its current directors and officers ("Assets"), to Sindex SSI Lending, LLC for $19,150,000, or to the successful bidder at an auction to be held in September 2016. The auction will be held on Sept. 14, 2016 at 10:00 a.m. (PET) at the offices of counsel for the Debtor, Young Conaway Stargatt & Taylor, LLP, Rodney Square, 1000 North King Street, Wilmington, Delaware. The deadline for initial bids is on or before Sept. 13, 2016 at 5:00 p.m. (PET). On July 1, 2016, the Debtor filed a Motion Pursuant To 11 U.S.C. Sec. 105(A), 363, 365 And Fed. R. Bankr. P. 2002, 6004, 6006 For (A) Order (i) Establishing Bidding Procedures Relating To The Sale Of (1) The Debtor's Business And (2) Any Or All Of The Debtor's Assets; (ii) Approving Bid Protections In Connection With The Sale Of The Debtor's Business; (iii) Establishing Procedures Relating To The Assumption And Assignment Of Certain Executory Contracts And Unexpired Leases, Including Notice Of Proposed Cure Amounts; (iv) Approving Form And Manner Of Notice Of All Procedures, Protections, Schedules, And Agreements; (v) Scheduling A Hearing To Consider The Proposed Sales; And (vi) Granting Certain Related Relief And (B) An Order (i) Authorizing The Sale Of The Debtor's Assets Free And Clear Of All Liens, Claims, Encumbrances, And Interests; (ii) Authorizing The Assumption And Assignment Of Certain Executory Contracts And Unexpired Leases; And (iii) Granting Certain Related Relief ("Sale Motion") with Court. On Aug. 5, 2016, the Court entered a Bidding Procedures Order related to the Sale Motion. A hearing on the Sale Motion and the contemplated sale is set for Sept. 16, 2016 at 10:00 a.m. The objection deadline is Sept. 9, 2016 at 4:00 p.m. (PET). About SynCardia Systems SynCardia Systems, Inc., a privately-held company with global headquarters and manufacturing in Tucson, Arizona, is focused on developing, manufacturing and commercializing the SynCardia temporary Total Artificial Heart, or TAH-t, an implantable system designed to assume the full function of a failed human heart in patients suffering from advanced heart failure. SynCardia Systems sought Chapter 11 protection (Bankr. D. Del. Case No. 16-11599) on July 1, 2016. The Debtor tapped Olshan Frome Wolosky, LLP, as bankruptcy counsel; Young, Conaway, Stargatt & Taylor, LLP as Delaware counsel; Stephen Marotta of Ankura Consulting Group as restructuring advisor; Canaccord Genuity, Inc., as investment banker; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. The Debtor estimated assets and debt of $10 million to $50 million. TAG FINANCIAL: Accord Financial Objects to Cash Collateral Use -------------------------------------------------------------- Accord Financial, Inc., objects to TAG Financial Services, Inc.'s use of cash collateral, and asked the U.S. Bankruptcy Court for the Northern District of Georgia to convert or dismiss TAG's bankruptcy case. Accord Financial tells the Court that the case was filed in bad faith and for no other purpose than frustrating it from exercising its legitimate rights and remedies under applicable law. Accord Financial further tells the Court that it opposes the use of Cash Collateral due to the massive misconduct and dishonesty perpetrated by the Debtor and its principals. Accord Financial accuses the Debtor of these acts of fraud, malpractice and dishonesty: (1) Misappropriation of a $200,000 over-advance made by Accord Financial which was intended to fund the Debtor’s buy-back obligations to facilitate a portfolio sale to a third party. The portfolio sale would have resulted in approximately $2.0 million being paid to Accord Financial. Instead of using the $200,000 for the intended purpose, the Debtor paid off one of its purported unsecured creditors; (2) Conversion of Accord Financial's collateral, required to be deposited by the Debtor into a collection account established for Accord Financial under a Loan Agreement, by causing such collateral to be deposited into another account controlled by the Debtor, to Accord Financial's exclusion. Accord Financial believes the funds instead were used to make payments to person and entities other than Accord Financial, in direct contravention and violation of the Loan Agreement and to Accord Financial's loss and detriment; (3) Willful violation of the prepetition state court Consent Order appointing a Receiver by causing Accord Financial's cash collateral to be redirected and deposited in its account instead of the Receiver’s account all in blatant contravention of express terms of the Consent Order which (i) required the Debtor to turnover and not otherwise convert or dispose of Accord Financial’s collateral; and (ii) restrained the Debtor from disposing of, transferring, conveying, or otherwise encumbering all or any portion of the Collateral or any other property related to the Collateral; and (4) Continued willful violation of the prepetition state court Order appointing the Receiver by refusing to provide the Receiver with passwords and keys to file cabinets, and upon follow up request refusing to do so despite express terms of the Order which provided that the Receiver was to have control over all access codes, passwords, encryption codes, and information necessary or important to access and obtain information stored on the Debtor’s computers; and by continuing to contact employees regarding ongoing operations and attempting to direct activities. Accord Financial submits that the Debtor's fraud has created such a material shortage of collateral in relationship to the outstanding loan balance that no lender could pay-off Accord Financial. Accord Financial tells the Court that an audit by any prospective lender would undoubtedly uncover the Debtor's conversion of proceeds, making the credit impossible. It further tells the Court that the Debtor has engaged in such a pattern and practice of fraud, dishonesty, incompetence and gross mismanagement of their affairs that no lender will provide the take-out financing which the Debtors seek. A full-text copy of Accord Financial's Objection, dated Aug. 12, 2016, is available at https://is.gd/hEMTmw About TAG Financial Services TAG Financial Services, Inc., filed a chapter 11 petition (Bankr. N.D. Ga. Case No. 16-63803) on August 8, 2016. The petition was signed by Wayne Daniel, president and COO. The Debtor is represented by Michael D. Robl, Esq., at Robl Law Group LLC. The Debtor disclosed total assets of $6.3 million and total debt of $6.67 million. TURKEYFOOT LAKE: Hires Lou-Ray Associates as Accountant ------------------------------------------------------- Turkeyfoot Lake Road Land Holding, LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of Ohio to employ of John Herman CPA of Lou-Ray Associates as accountant for the Debtor. The Debtor states that the services of John Herman CPA are necessary so as to assist the Debtor in proceeding under Chapter 11 and in the administration of the estate. The services will include, but not limited to, tax preparation of the Debtor's Estate and preparation of financial statements. Lou-Ray Associates will be paid at these hourly rates: John Herman, CPA $225 Staff $125 John Herman, CPA, CEO of Lou-Ray 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 Debtor and its estates. Lou-Ray Associates may be reached at: John Herman, CPA Lou-Ray Associates 1378 Pearl Road Brunswick, OH 44212 Tel: (330)220-1999 Fax: (330)220-1378 E-mail: john@louray.com About Turkeyfoot Lake Road Land Holdings, LLC   Turkeyfoot Lake Road Land Holdings, LLC filed a chapter 11 petition (Bankr. N.D. Ohio Case No. 16-51653) on July 12, 2016. The Debtor has operated as a Motel under the name of Steve's Motel with approximately 20 units since 2008.   The case is assigned to Judge Alan M. Koschik. The Debtor is represented by David A. Mucklow, Esq. TUSCANY ENERGY: Has Until Sept. 10 to Use Cash Collateral --------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida, authorized Tuscany Energy, LLC, to use cash collateral until Sept. 10, 2016. The approved Budget covers the period from Aug. 11 to Sept. 10, 2016. It projects total operating expenses in the amount of $46,142 and total administrative expenses in the amount of $5,200. Secured creditor Armstrong Bank was granted replacement liens to the same extent and priority that Armstrong Bank held prepetition. The Debtor was directed to maintain the dollar value of $141,000 in cash and $76,000 in accounts receivable so that on the date of the Interim Hearing, the Debtor will have at least a total of $217,000.00 in cash on hand and accounts receivable. An interim hearing on the use of cash collateral is scheduled on Sept. 7, 2016 at 2:00 p.m. A full-text copy of the Order, dated Aug. 12, 2016, is available at https://is.gd/KFxe9m About Tuscany Energy Tuscany Energy LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-10398) on Jan. 11, 2016, estimating its assets at between $100,000 and $500,000 and its liabilities at between $1 million and $10 million. The petition was signed by Donald Sider, manager. Judge Erik P. Kimball presides over the case. Bradley S Shraiberg, Esq., at Shraiberg, Ferrara, & Landau P.A. serves as the Debtor's bankruptcy counsel. UNIVERSAL NUTRIENTS: Can Get DIP Loan From Exeter International --------------------------------------------------------------- Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern District of Texas authorized Universal Nutrients, LLC, to obtain postpetition financing from Exeter International, LLC, on an interim basis. The postpetition financing is in the form of a revolving line of credit up to $1,960,000 and a roll-up, inclusive of any amounts outstanding under the Credit Facility between the Debtor and Exeter International. The Debtor related that it has an immediate need to obtain postpetition financing to, among other things, permit the orderly continuation of the operation of its businesses, minimize the disruption of its business operations, and preserve and maximize the value of its assets in order to maximize the recovery to all creditors of the Debtor. The Debtor further related that it is unable to obtain financing from sources other than Exeter International, on terms more favorable than their Post-petition Credit Agreement, as any alternative financing source would require a priming lien and extensive litigation. Exeter International was granted valid, binding, enforceable, non-avoidable and automatically and properly perfected postpetition security interests and liens in and upon all of the Collateral. The Debtor was authorized to use, until the expiration of Exeter International's commitment to lend under the Post-petition Credit Agreement, cash collateral, subject to the prepetition liens and security interests granted to the Prepetition Lender. Exeter International was granted a replacement lien to secure the Prepetition Credit Obligations on the Prepetition Collateral for and to the extent of the postpetition use of Prepetition Collateral and proceeds thereof and for any postpetition diminution in value of Prepetition Collateral. Exeter International was also granted an allowed superpriority administrative expense claim in the Case and any conversion thereof to a case under chapter 7 to the extent of the diminution in value of its interests in the Pre-Petition Collateral. The final hearing on the Debtor's Motion is scheduled on Sept. 1, 2016 at 1:30 p.m. The deadline for the filing of objections to the Debtor's Motion is set on Aug. 29, 2016. A full-text copy of the Interim Order, dated August 12, 2016, is available at https://is.gd/5kxi02 About Universal Nutrients Universal Nutrients, LLC filed a chapter 11 petition (Bankr. N.D. Tex. Case No. 16-43070) on August 5, 2016. The petition was signed by Chet Burks, manager. The Debtor is represented by Richard W. Ward, Esq. The case is assigned to Judge Mark X. Mullin. The Debtor estimated assets and debts at $10 million to $50 million at the time of the filing. The Debtor is a Texas limited liability company engaged in the business under the tradename of Uni*Well of manufacturing and developing various nutraceutical products, OTC pharmaceuticals, and specialty biochemicals with expertise in development and fulfillment of productivity products, functional shots, sports nutrition, nutrient deficiency products, elderly nutrition, children's nutrition, gender-specific nutrition, energy products, anti-stress products, anti-aging products, internal beauty products, and condition-specific products in the form of liquids, powders, gels, tablets, and capsules. The Debtor has its principal office at 14801 Sovereign Dr., Fort Worth, Texas 76155 and is a wholly owned subsidiary of Universal Group Holdings, LLC, a Texas limited liability company. WESLEY MEDICAL: Unsecureds to Recoup 100% Under Plan ---------------------------------------------------- Wesley Medical Staffing, Inc., filed with the U.S. Bankruptcy Court for the Northern District of California a first amended proposed combined plan of reorganization and disclosure statement dated July 27, 2016. Under the Plan, general unsecured creditors will be paid 100% of allowed claims in monthly payments over 84 months. Holders of Class 2(b) [Other] General Unsecured Claims will receive 100% of their allowed claim in 21 equal quarterly installments, due on the last day of each calendar quarter, starting on Sept. 30, 2016. The quarterly payment on disputed claims will be reduced, without further court order, if claim is reduced, and the remaining balance due at that time will, without further court order, be re-amortized and paid over the remaining portion of the 21 quarter term in equal installments so that the total amount due will be paid within 21 quarters. Creditors in this class may not take any collection action against Debtor so long as Debtor is not in material default under the Plan. This class is impaired and is entitled to vote on confirmation of the Plan. The Debtor has indicated above whether a particular claim is disputed. Completed ballots must be received by Debtor's counsel, and objections to confirmation must be filed by Aug. 26, 2016. The Court will hold a hearing on confirmation of the Plan on Sept. 8, 2016. The Disclosure Statement is available at: http://bankrupt.com/misc/canb15-31557-81.pdf Counsel to the Debtor can be reached at: Craig K. Welch, Esq. Law Offices of Craig K. Welch 809 Petaluma Boulevard North Petaluma, CA 94952 Wesley Medical Staffing, Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No. 15-31557) on Dec. 21, 2015. Craig K. Welch, Esq., at the Law Office Of Craig K. Welch serves as the Debtor's bankruptcy counsel. WESTERN HIPERBARIC: Prexy Pays $4K Retainer to Bankruptcy Counsel ----------------------------------------------------------------- Gloria Justiniano Irizarry, Esq., at Justiniano's Law Office disclosed in a filing with the U.S. Bankruptcy court in Puerto Rico that she received a retainer of $4,000 from the president and equity holder of Western Hiperbaric Services, P.S.C. Western Hiperbaric President Javier Sosa Faria paid the $4,000 retainer from his personal income, according to Ms. Irizarry, the Debtor's legal counsel. Ms. Irizarry further disclosed that the Debtor has agreed to pay $200 per hour for her services, and reimburse her for work-related expenses. About Western Hiperbaric Western Hiperbaric Services, P.S.C. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16- 04809) on June 16, 2016. WISCONSIN DAIRY GOAT: Taps Honkamp as Accountant ------------------------------------------------ Southwestern Wisconsin Dairy Goat Products Cooperative seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to hire an accountant. The Debtor proposes to hire Honkamp Krueger & Co., P.C. to assist in the preparation and filing of tax returns, perform financial tax analysis, and provide other accounting services. Michael Welbes, a certified public accountant, was designated to provide the services and will receive $345 per hour. Meanwhile, the hourly rates of other Honkamp professionals range from $110 to $250. Mr. Welbes and his firm do not hold any interest adverse to the Debtor, and are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The Debtor is represented by: Eliza M. Reyes, Esq. Jennifer M. Schank, Esq. 2901 W. Beltline Highway, Suite 301 Madison, WI 53713 Phone: 608-258-8555 Fax: 608-258-8299 Email: ereyes@ks-lawfirm.com Email: jschank @ks-lawfirm.com About Southwestern Wisconsin Southwestern Wisconsin Dairy Goat Products Cooperative sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 16-11994) on June 3, 2016. The Debtor is represented by Eliza M. Reyes, Esq., at Krekeler Strother, S.C. WOMEN'S WELLNESS: Court Extends Plan Filing Deadline Until Nov. 14 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida extends the exclusive filing period of The Women's Wellness Center of South Florida through and including November 14, 2016. The Troubled Company Reporter has reported earlier that the Debtor asks the Court to extend its exclusive filing period by 90 days because the Debtor wishes to preserve the exclusivity period for an additional 90 days to ensure it can make amendments to the Plan and Disclosure Statement, if necessary, and have its plan confirmed within the requested 90 day period, without the distraction and potential adverse effect of competing plans filed by interested parties. According to the Debtor, it has made substantial progress in its operations since the Petition Date, to wit: (a) the Debtor has filed objections to the claims that the Debtor believes needs resolution prior to finalizing the plan for repayment of its obligations, and (b) the Debtor is in the process of finalizing its Plan and Disclosure Statement and intends to file the Plan and Disclosure Statement in the near future. Counsel for The Women's Wellness Center of South Florida LLC: Gian Ratnapala, Esq. GCR BUSINESS LAW, PLLC 1987 NE 15 Ave Fort Lauderdale, Florida 33305 Telephone: (862) 368-7237 Email: gian@gcrbl.com About Women's Wellness The Women's Wellness Center of South Florida LLC filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-12189), on February 17, 2016. The Debtor's counsel is Gian C Ratnapala, Esq., of GCR Business Law, PLLC, 1987 NE 15 Ave, Fort Lauderdale, Florida 33305. XPO LOGISTICS: S&P Assigns 'BB-' Rating on New Term Loan Due 2021 ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '1' recovery rating to Greenwich, Conn.-based XPO Logistics Inc.'s proposed term loan due 2021. The '1' recovery rating indicates S&P's expectation of very high (90%-100%) recovery for debtholders in the event of a payment default. XPO will use the proceeds from the term loan to refinance its existing $1.6 billion term loan due 2021. S&P will withdraw its ratings on the $1.6 billion term loan following the close of this transaction when it is fully repaid. RECOVERY ANALYSIS Key analytical factors -- S&P has completed a review of its recovery analysis following XPO's proposed refinancing of its existing senior secured term loan B. -- S&P assigned its 'BB-' issue-level rating and '1' recovery rating to the company's proposed senior secured term loan. S&P understands that the company will use all of the proceeds from this issuance to repay its existing term loan B. -- Once the transaction has been completed and the term loan has been repaid, S&P will withdraw its issue-level and recovery ratings on the existing term loan B facility. Simulated default and valuation assumptions: -- Simulated year of default: 2019 -- EBITDA at emergence: $700 million -- EBITDA multiple: 5.0x Simplified waterfall: -- Net enterprise value (after 5% admin. costs): $3.325 billion -- Valuation split (obligors/nonobligors): 68%/32% -- Priority claims: $65 million -- Value available to first-lien debt claims (collateral/noncollateral): $2.7 billion/$0 -- Secured asset-based lending (ABL) revolver debt claims: $0.5 billion -- Recovery expectations: Not applicable -- Value available to senior secured term loan claims (collateral/noncollateral): $2.2 billion/$0 -- Secured term loan: $1.9 billion -- Recovery expectations: 90%-100% -- Total value available to unsecured claims (XPO/Con-way): $494 million/$42 million -- Senior XPO unsecured debt/pari passu unsecured claims: $2.75 billion/$330 million -- Recovery expectations: 10%-30% (lower half of the range) -- Senior Con-way unsecured debt/pari passu unsecured claims: $576 million/$142 million -- Recovery expectations: 0%-10% Note: All debt amounts include six months of prepetition interest. Collateral value equals asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. RATINGS LIST XPO Logistics Inc. Corporate Credit Rating B/Stable/-- New Ratings XPO Logistics Inc. Senior Secured Trm Ln Due 2021 BB- Recovery Rating 1 [*] Smiley Wang-Ekvall Gets Tier One Ranking in Best Law Firms List ------------------------------------------------------------------- Smiley Wang-Ekvall, LLP, a Southern California law firm specializing in bankruptcy and insolvency matters, real estate transactions, and business litigation, on Aug. 16, 2016, disclosed that it has been awarded a Tier One ranking by U.S News & World Report and Best Lawyers(R) in the 2017 Edition of Best Law Firms for the practice area of Bankruptcy & Creditor-Debtor Rights/Insolvency & Reorganization Law. Founding partner, Evan D. Smiley, was also awarded "Lawyer of the Year" in the same category for his work in Orange County. Smiley Wang-Ekvall attorneys have achieved placement in the Best Lawyers listing for three consecutive years since the firm's founding in fall 2014. This is the firm's third year being recognized with a Tier One ranking. As the oldest and most respected peer-review publication in the legal profession, the Best Lawyers in America list is widely regarded by both clients and legal professionals as a significant honor conferred upon a lawyer by his or her peers. A Tier One ranking signifies the highest recognition a law firm can achieve based upon evaluation of technical legal ability, professional conduct, client service, commercial astuteness, diligence, commitment, and other differentiating factors. "It continues to be an honor to have three of our partners, Evan D. Smiley, Philip E. Strok, and Robert S. Marticello, recognized by Best Lawyers in America and our continued Tier One ranking is an achievement for the firm that reflects our ongoing dedication to consistently delivering excellent representation for and outstanding results to our clients," said Lei Lei Wang Ekvall, partner with Smiley Wang-Ekvall, LLP. "We are especially proud of our partner, Evan D. Smiley, for being awarded 'Lawyer of the Year' in Orange County for his work in bankruptcy, insolvency and reorganization law. His integrity, intellect, collaborative spirit and strong leadership have contributed significantly to both the firm and our industry." "Smiley Wang-Ekvall was founded with a vision to provide our clients with the highest quality of service," said Evan D. Smiley, partner of Smiley Wang-Ekvall, LLP. "It is a tremendous honor to be recognized by my peers and colleagues for delivering on this vision." Since the first publication in 1983, Best Lawyers(R) assembles their list of attorneys by administering extensive peer-review surveys. Ultimately, thousands of leading lawyers are selected confidentially to evaluate practicing peers. The current, 23rd edition of The Best Lawyers in America(C) is based on millions of detailed and carefully analyzed evaluations of lawyers submitted by their peers. About Best Lawyers Since it was first published in 1983, Best Lawyers(R) has become universally regarded as the definitive guide to legal excellence. Best Lawyers is based on an exhaustive peer-review survey. More than 52,000 leading attorneys cast more than 5.5 million votes on the legal abilities of other lawyers in their practice areas. Lawyers are not required or allowed to pay a fee to be listed; therefore inclusion in Best Lawyers is considered a singular honor. Corporate Counsel magazine has called Best Lawyers "the most respected referral list of attorneys in practice." About Smiley Wang-Ekvall Smiley Wang-Ekvall, LLP -- http://www.swelawfirm.com/-- is an insolvency, real estate and business litigation firm. Its insolvency practice is dedicated to representing debtors, creditors, creditors' committees, equity committees, trustees, and asset purchasers and helping them successfully navigate bankruptcy-related matters. Headquartered in Costa Mesa and with an office in Los Angeles, Smiley Wang-Ekvall serves clients locally, regionally and nationwide. ********* 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 ***