/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160920.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, September 20, 2016, Vol. 20, No. 263 Headlines 1ST CHOICE: Can Use Cash Collateral on Interim Basis 5 STAR INVESTMENT: Trustee Sells Elkhart Property for $245K A CHICAGO CONVENTION: Sept. 29 Auction for Chicago Property Okayed ACCUDYNE INDUSTRIES: S&P Revises Outlook to Neg. & Affirms B- CCR ACTRONIX INC: Exit Plan Proposes to Sell Assets to Pay Creditors ADAMS TRACTOR: Can Use Cash Collateral on Interim Basis ADVANCED MICRO: Completes Common Stock and Notes Offering ALPHATEC HOLDINGS: Signs Separation Agreement with Former CEO ALSON ALSTON: Disclosure Statement Hearing on October 18 AMBASSADOR ENERGY: Unsecureds To Be Paid $30,000 Per Month AMERICAN BATH: Moody's Assigns B3 Corporate Family Rating AMERICAN BATH: S&P Assigns 'B' CCR; Outlook Stable AMERICAN SUNBELT: Can Use Cash Collateral on Interim Basis AMPLIPHI BIOSCIENCES: Amends 4.75M Shares Prospectus with SEC ANADARKO PETROLEUM: Moody's Affirms Ba1 CFR; Outlook Stable AOG ENTERTAINMENT: Hires Prager as Royalty Consultants APOLLO MEDICAL: Stockholders Elect Seven Directors ASPEN GROUP: Incurs $505,000 Net Loss in July 31 Quarter AURORA GAS: Sale of C-Plan to Cook Inlet Energy for $20K Approved AVANTI COMMUNICATIONS: Seeks to Make Bond Payments with Debt BASIC ENERGY: Enters Into Forbearance Pact with Secured Lenders BASIC ENERGY: Moody's Lowers CFR to Ca, Outlook Remains Neg. BASIC ENERGY: S&P Lowers CCR to 'D' on Missed Interest Payment BD WHITE: S&P Affirms 'B' CCR & Revises Outlook to Stable BEN CLARK JR: Plan Outline Okayed, Confirmation Hearing on Oct. 12 BEVERLY GRUARIN: Disclosure Statement Hearing on October 4 BILL BARRETT: To Post Updated Investor Presentation on Website BILLINGSLEY PRECISION: Can Use Cash Collateral on Final Basis BLUE LEOPARD: Can Use Cash Collateral on Interim Basis BORDER EXPRESS: Can Get $12K Financing From RREF CB SBL II-AL KKI BRAD RAULERSON: U.S. Trustee Unable to Appoint Committee BRAZOS PRESBYTERIAN: Fitch Assigns 'BB+' Rating on $79MM Bonds BUFFETS LLC: Have Until Sept. 30 to File Chapter 11 Plan BUILDERS FIRSTSOURCE: Modifies Dutch Auction Tender Offer C SWANK ENTERPRISES: Voluntary Chapter 11 Case Summary C-LEVELED LLC: U.S. Trustee Unable to Appoint Committee CAFE SERENDIPITY: Mark Noffke Quits as CEO, CFO and Director CALMARE THERAPEUTICS: Insufficient Cash Raises Going Concern Doubt CANCER GENETICS: J. El Naggar to Quit as VP Research & Development CASTLE PINES: Wants to Use Ameris Bank Cash Collateral CATINA KEARES: Selling Exton Property to Intermedia for $750K CHARLOTTE SALWASSER: Will Distribute $200K-$500K to Unsecureds CHRISTOPHER HAMILTON: Unsecured Creditors to Get 1.12% of Claims CLAIRE'S STORES: Elects to Delay $77-Mil. Interest Payments CLAIRE'S STORES: Needs More Time to File Quarterly Report CLAIRE'S STORES: Reports Fiscal 2016 2nd Quarter Results CLAIRE'S STORES: Supplements Credit Agreement Amendment COBALT INTERNATIONAL: To Terminate Rowan Drilling Contract Early COLOR LANDSCAPES: Has Until Nov. 8 to Use BB&T Cash COLOURS INC: Unsecureds To Be Paid in Full With Interest at 6.25% CONSTELLIS HOLDINGS: Moody's Affirms B3 CFR, Outlook Stable CORTES NP: S&P Assigns 'B+' CCR; Outlook Stable CRAIG'S GUNS: Exclusive Plan Filing Period Extended to Nov. 16 CREATIVE FOODS: Can Use Cash Collateral Through Sept. 23 CV SETTLEMENT: Selling Orange Beach Lots to Truland Homes CWGS ENTERPRISES: S&P Affirms 'B+' Corporate Credit Rating CYU LITHOGRAPHICS: Voluntary Chapter 11 Case Summary D.J. SIMMONS: Sale of 9 Pumpjacks to Bakken for $41K Approved DAIRY FARMERS: S&P Rates Proposed $100MM Equity Securities 'BB+' DAKOTA PLAINS: Thomas Pratt Named as Director DALLAS PROTON: Cash Use to Pay for Land Survey Approved DEAN YOUNG: U.S. Trustee Unable to Appoint Committee DELIVERY AGENT: Proposes $19M DIP Financing From Hillair DELIVERY AGENT: Proposes Hillair-Led Auction on Nov. 4 DENNIS LEE EDWARDS: Sept. 29 Disclosures, Plan Confirmation Hearing DENTON HARDWOODS: Can Use BB&T Cash Through Sept. 20 DETROIT, MI: Reaches Milestone in Bankruptcy Recovery DEWDROP ENTERPRIZES: Disclosures OK'd; Plan Hearing on Sept. 23 DEXTER AXLE: Moody's Retains B2 CFR on Companies Acquisition DEXTER AXLE: S&P Affirms 'B+' Rating on $390MM Term Loan DIVERSIFIED RESOURCES: Delays Filing of July 31 Form 10-Q ECOSPHERE TECHNOLOGIES: Obtains $250,000 Financing from Brisben ELBIT IMAGING: Closes Debt Repayment Agreement with Financing Bank ELBIT IMAGING: Unit Closes Sale of Riga Plaza for EUR93.4 Million EMMAUS LIFE: Inks Share Purchase Agreement with KPM and Hanil ENERGY FUTURE: Bankruptcy Court OKs NextEra Mergers Agreements ENUMERAL BIOMEDICAL: Unit Extends NCI Contract Until March 2017 EPICENTER PARTNERS: Hires Beus Gilbert to Assist in Re-Zoning ERF WIRELESS: Taps AEI to Evaluate Options, Mulls Restructuring ERNETTE MARTIN: Hearing on Disclosures Set For Oct. 18 EUROMODAS INC: Unsecured Creditors to Get 5% Under Exit Plan EXOTICA ACADEMY: Wants 60-Day Exclusivity Periods Extension FALCON GENOMICS: U.S. Trustee Unable to Appoint Committee FINJAN HOLDINGS: Awarded U.S. Patent for Malicious Mobile Code FIRED UP: Sale of Used Equipment in Katy for $17K Approved FLAVORS HOLDINGS: S&P Lowers CCR to 'B-', Outlook Negative FOODSERVICEWAREHOUSE.COM: Selling Loubat Marks for $1.5K FOODSERVICEWAREHOUSE.COM: Selling SubTech Assets for $200K FOUR DIA: Can Use Cash Collateral Through Sept. 30 FULLCIRCLE REGISTRY: Appoints Findley as CEO and Long as CFO FUNCTION(X) INC: To Effect a 1-for-20 Reverse Stock Split G-III APPAREL: S&P Assigns 'BB-' CCR, Outlook Stable GARDEN OF EDEN: U.S. Trustee Forms 3-Member Committee GENWORTH LIFE: S&P Lowers Financial Strength Ratings to 'BB-' GERALD GARAPICH: Sale of Henderson Property for $1.2M Approved GERARD BOEH FLOWERS: U.S. Trustee Unable to Appoint Committee GKI INCORPORATED: Case Summary & 20 Largest Unsecured Creditors GOLFSMITH INTERNATIONAL: S&P Lowers CCR to 'D' on Bankr. Filing GOLFSMITH INTERNATIONAL: Seeks $135-Mil. DIP Financing GRAND PANAMA: Court Allows Use of AKSIM Cash on Final Basis GREAT BASIN: Amends Current Report to Clarify Reverse Stock Split GREAT BASIN: Had 1.2M Outstanding Common Shares as of Sept. 16 GREAT BASIN: Stockholders Elect Two Class II Directors GYMBOREE CORP: Bank Debt Trades at 21.5% Off H. BURKHART: U.S. Trustee Unable to Appoint Committee HAPPY JACK'S: Case Summary & 20 Largest Unsecured Creditors HARRINGTON & KING: Can Use Cash Collateral Until Sept. 16 HEARING HELP: Can Use Better Hearing Cash Until Sept. 30 HERCULES OFFSHORE: Overhauls Plan to Improve Shareholder Recovery HIGHWAY 72 PROPERTIES: U.S. Trustee Unable to Appoint Committee HILTZ WASTE: Court Sets Sept. 9 Hearing on Cash Use IEC RENTALS: Plan Outline Conditionally OK'd; Hearing on Sept. 28 INTERPACE DIAGNOSTICS: Kapila Ratnam Quits as Director INVENTIV HEALTH: S&P Revises Outlook to Pos. & Affirms 'B' CCR IRELAND NEEDLECRAFT: Can Use Cash Collateral Until Nov. 5 IRON BRIDGE TOOLS: Wants Oct. 27 Exclusive Plan Filing Period Ext. ITT EDUCATIONAL: SNHU Agrees to Help DWC Students JT TRANSIT: Wants Authorization to Use Cash Collateral K4M CONSTRUCTION: Files Plan to Exit Chapter 11 Protection KATERA'S KOVE: Hires Robert W. Koehler as Attorney KATERA'S KOVE: M. Barajas Appointed Patient Care Ombudsman KENNETH HAND SALES: Hires Flener as Counsel KINEMED INC: Has Until December 31 to File Chapter 11 Plan KRISHNA ASSOCIATES: Unsecureds To Be Paid From Sale Proceeds LANDS' END: Moody's Lowers CFR to B2; Outlook Remains Stable LEDGES LLC: Court Extends Exclusive Plan Filing Period to Sept. 30 LIGHTSTREAM RESOURCES: Begins CCAA Process, Forbearance Agreement LUCAS ENERGY: DBS Investments Reports 8.1% Stake as of Aug. 25 MAHI LLC: Can Use United Community Bank Cash Until Sept. 28 MATTHEW HALPER: Files Plan to Exit Chapter 11 Protection MEDAK TRUCKING: Seeks Authorization to Use Cash Collateral MEDFORD TRUCKING: Disclosure Statement Hearing on September 29 MEDICAL INVESTORS: Court Denies Use of Cash Collateral MESA MARKETPLACE: Wants to Use Cathay Bank Cash Collateral MILLENIUM HOME: Can Use IRS Cash Collateral on Final Basis MOUNTAIN THUNDER: Involuntary Chapter 11 Case Summary MRI SOFTWARE: S&P Affirms 'B+' Rating on New $40MM Loan Add-on MULTI PACKAGING SOLUTIONS: Moody's Hikes CFR to B1; Outlook Stable MUSCLEPHARM CORP: Wynnefield Holds 8.3% Stake as of Sept. 15 MYPLAY DIRECT: Hires Halperin Battaglia as Counsel NATURESCAPE HOLDING: Involuntary Chapter 11 Case Summary NEIMAN MARCUS: Bank Debt Trades at 6.04% Off NEXT GROUP HOLDINGS: Capital Deficiency Raises Going Concern Doubt NEXTSTEP DEVELOPMENT: Can Use WienRitter Realty Cash Collateral NJOY INC: Case Summary & 20 Largest Unsecured Creditors NJOY INC: E-Cigarettes Seller Files for Bankruptcy Protection O2 PARTNERS: Moody's Rates Proposed $212MM Facilities B2 OASIS PETROLEUM: S&P Affirms 'B+' CCR & Revises Outlook to Stable P & L GAS DISPENSERS: Disclosure Statement Hearing on October 5 PATRIOT ONE: U.S. Trustee Unable to Appoint Committee PEN INC: Accumulated Deficit Raises Going Concern Doubt PHOENIX BRANDS: Wants Jan. 14 Exclusive Plan Filing Extension PHOTO STENCIL: Hires EKS&H for Accounting Services PICO HOLDINGS: Bloggers Say UCP To Sell For Land Value Only PNW ARMS: Court Inks Approval of ZB N.A. Cash Use Agreement PORTO RESOURCES: Unsecureds To Be Paid in Full Under Plan PRESS GANEY: S&P Assigns 'B' CCR After EQT Acquisition PRIME GLOBAL: Incurs US$220,000 Net Loss in Third Quarter PROGRESSIVE ACUTE: Can Use Cash Collateral Until Oct. 18 QPAGOS: Needs Additional Funds to Meet Working Capital Needs QUALITY FLOAT: Can Use First Midwest's Cash Through Oct. 18 R DUKE ENTERPRISES: Cash Use Motion Mooted by Dismissal RANGE RESOURCES: Moody's Affirms Ba3 CFR; Outlook Stable REO HOLDINGS: Trustee Selling Pleasant Property for $8.5K RIAZ GONDAL: Unsecureds to Get Payment for Disposable Income ROBERT ABRAHAM: Unsecured Creditors to Receive $200 Per Month ROBINSON PREMIUM: Meeting to Form Creditors' Panel Set for Oct. 19 SECURITY GLOBAL: Hires Cordero as Attorney SFX ENTERTAINMENT: Given Until Oct. 31 to File Reorganization Plan SFX ENTERTAINMENT: Offers Up to 1.3% Recovery for Unsec. Creditors SIX-S HOLDINGS: Hires Harris Wilcox as Auctioneer SSNN-BONNIE LANE: BMO Harris Tries To Block Plan Outline Approval STANDFAST USA: Voluntary Chapter 11 Case Summary STONE PANELS: Can Use PrivateBank Cash Collateral Until Sept. 27 STRATEGIC ENVIRONMENTAL: Case Summary & 8 Unsecured Creditors STW RESOURCES: U.S. Trustee Forms 3-Member Committee TENET HEALTHCARE: Amends Credit Agreement with Barclays Bank TERRENO REALTY: Fitch Affirms 'BB' Rating on Preferred Stock TEXARKANA ARKANSAS: Wants to Use Collateral of Midsouth and SBA THAMAR LI: Hires Santiago & Gonzalez as Attorney TIBCO SOFTWARE: Bank Debt Trades at 2.35% Off TJ SIGN: Authorized to Use Cash Collateral on Final Basis TOTAL COMM: Hires John Bambach of Bambach Advisors as CRO TOWERSTREAM CORP: Amends $5-Mil. Securities Prospectus with SEC TRICIA STAR: Disclosure Statement Hearing Set For Sept. 29 TWO MILE RANCH: Says Farmers Consents to Cash Use Until Dec. 31 TXU CORP: 2014 Bank Debt Trades at 69.95% Off TXU CORP: 2017 Bank Debt Trades at 69.46% Off UNIVERSAL NUTRIENTS: Exeter DIP Financing Approved on Final Basis US STEEL: S&P Revises Outlook to Stable & Affirms 'B' CCR VERNUS GROUP: Unsecureds To Recover 95% Under Plan WATERPROOF UNLIMITED: Hires Craft as Financial Advisor & Accountant WILLMAN CONSTRUCTION: Unsecureds' Recovery Unknown Under Plan XG TECHNOLOGY: Needs More Capital to Continue as a Going Concern XPRESS SUPPLY: Hearing on Plan Disclosures Set For Oct. 3 Y&K SUN: Auction Procedures for Lakewood Property Approved YELLOW CAB OF RENO: Court OKs Disclosures, Confirms Ch. 11 Plan YELLOW CAB: Committee Proposes Plan of Liquidation YELLOW CAB: Committee Seeks Nov. 9 Hearing on Liquidation Plan YELLOW CAB: Hires CJBS as Accountants YELLOW CAB: Proposes to Sell Operating Assets to Pay Creditors ZAFS INVESTMENTS: Files Plan to Exit Chapter 11 Protection [^] Large Companies with Insolvent Balance Sheet ********* 1ST CHOICE: Can Use Cash Collateral on Interim Basis ---------------------------------------------------- Judge Austin E. Carter of the U.S. Bankruptcy for the Middle District of Georgia authorized 1st Choice Compliance, Inc. to use the cash in the Debtor's Debtor-In-Possession account on an interim basis. Judge Carter allowed the Debtor to use cash collateral pending a final hearing, so as to avoid irreparable harm to the Debtor and its estate. The Debtor was directed to make adequate protection payments to Ameris Bank in the amount of $246.65 per month, and provide Ameris Bank with: (a) its 2013, 2014 and 2015 tax return, (b) each financial statement prepared by or on behalf of the Debtor during the previous 3 years, (c) bank statements for the last 3 years, and (d) any deposit and expenditure ledgers for the last 3 years, to the extent that the same exists and may be retrieved without the assistance of an accountant. A further hearing on the Debtor's use of cash collateral is scheduled on Sept. 14, 2016 at 2:00 p.m. A full-text copy of the Interim Cash Collateral Order dated September 6, 2016 is available at https://is.gd/WpaHzS About 1st Choice Compliance, Inc. 1st Choice Compliance, Inc. filed a Chapter 11 petition (Bankr. M.D. Ga. Case No. 16-10731) on June 17, 2016. The petition was signed by Elizabeth Fleming, chief executive officer and president. The Debtor is represented by Kenneth Revell, Esq., at Zalkin Revell, PLLC. At the time of the filing, the Debtor disclosed $48,402 in assets and $1.31 million in liabilities. 5 STAR INVESTMENT: Trustee Sells Elkhart Property for $245K ----------------------------------------------------------- Douglas R. Adelsperger, Trustee for 5 Star Investment Group, LLC, and affiliates ask the U.S. Bankruptcy Court for the Northern District of Indiana to authorize the private sale of real estate real estate in Elkhart County, Indiana, to Bill Schweinzger or his assignee, for $245,000. Prior to the Petition Date, on Nov. 5, 2015, the U.S. Securities Exchange Commission filed a complaint against the Debtors' sole owner, Earl D. Miller, 5 Star Capital Fund, LLC, and 5 Star Commercial, LLC, in the U.S. Bankruptcy Court for the Northern District of Indiana, Hammond Division, alleging that Miller, 5 Star Capital Fund, LLC and 5 Star Commercial, LLC, defrauded at least 70 investors from whom they raised funds of at least $3,900,000. Additionally, on Nov. 5, 2015, the SEC obtained an ex parte Temporary Restraining Order, asset freeze and other emergency relief in the SEC Action. On the Petition Date, the Debtor, 5 Star Investment Group V, LLC, was the sole owner of real estate in Elkhart County, Indiana ("5 Star V Real Estate") commonly known as: (a) 27654 Cobblestone Way ("Cobblestone Way"), (b) 2718 Oakland Avenue ("Oakland Avenue"), (c) 1518 Columbian Drive ("Columbian Drive"), and (d) 3143 Kelsey Avenue ("Kelsey Avenue"). On the Petition Date, the Debtor, 5 Star Investment Group IV, LLC, was the sole owner of real estate located in Elkhart County, Indiana, 509 Massachusetts Avenue, Elkhart, Indiana ("Massachusetts Avenue"). The Debtors, 5 Star Investment Group IV and 5 Star Investment Group V listed the combined value of the 5 Star V Real Estate and the Massachusetts Avenue ("Real Estate") on their Schedule A at approximately $230,200, which is based on the combined 2014/2015 tax assessed value of the Real Estate. The Real Estate is subject to the following tax liens for real estate taxes for 2015 that are due and payable in 2016 ("Tax Liens"): (a) Cobblestone Way in the approximate sum of $1,122; (b) Oakland Avenue in the approximate sum of $977; (c) Columbian Drive in the approximate sum of $1,011; (d) Kelsey Avenue in the approximate sum of $917; and (e) Massachusetts Avenue in the approximate sum of $994. Accordingly, the total outstanding balances of the Tax Liens is approximately $5,021. The Real Estate is subject to the following liens for storm drain separation fees and other assessments for 2015 that are due and payable in 2016 ("Assessment Liens): (a) Cobblestone Way in the approximate sum of $17; (b) Oakland Avenue in the approximate sum of $214; (c) Columbian Drive in the approximate sum of $142; (d) Kelsey Avenue in the approximate sum of $17; and (e) Massachusetts Avenue in the approximate sum of $17. Accordingly, the total outstanding balances of the Assessment Liens is approximately $407. Columbian Drive is also subject to a judgment lien in favor of Discover Bank for its judgment against the former property owner, Eduardo Abarca, entered on Dec. 1, 2008, in the Elkhart County (Indiana) Circuit Court ("Judgment Lien"). The outstanding balance of the Judgment Lien is approximately $15,013. The Real Estate is also subject to various mortgages ("Investor Mortgages") as follows: a. Cobblestone Way: A first priority mortgage in favor of Glen J. Riegsecker dated Jan. 27, 2012 ("Riegsecker Mortgage"). The Riegsecker Mortgage was recorded on Feb. 10, 2012 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2012-002946. b. Oakland Avenue: A first priority mortgage in favor of John and Janice Swardson dated April 30, 2012 ("Swardson Mortgage"). The Swardson Mortgage was recorded on May 1, 2012 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2012-009636. c. Columbian Drive: i. A first priority mortgage in favor of The Paul and Mary Witmer Revocable Trust dated June 21, 2011 ("Witmer Trust Mortgage"). The Witmer Trust Mortgage was recorded on July 1, 2011 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2011-012029 and rerecorded on Oct. 1, 2012 as Instrument No. 2012-023569. ii. A second priority mortgage in favor of Marion Bontrager dated June 21, 2011 ("Bontrager Mortgage"). The Bontrager Mortgage was recorded on July 1, 2011 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2011-012030. iii. A third priority mortgage in favor of Melvin Kuhns dated Feb. 25, 2013 ("M. Kuhns Mortgage"). The M. Kuhns Mortgage was recorded on March 22, 2013 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2013-06843. d. Kelsey Avenue: i. A first priority mortgage in favor of Joseph and Joann Miller dated July 26, 2012 ("Miller Mortgage"). The Miller Mortgage as recorded on Aug. 6, 2012 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2012-018952. ii. A second priority mortgage in favor of Amos Eicher dated July 31, 2012 ("Eicher Mortgage"). The Eicher Mortgage was recorded on Aug. 6, 2012 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2012-018953. iii. A third priority mortgage in favor of The Ervin M. and Anna Bontrager Living Trust dated Oct. 12, 2012 ("Bontrager Trust Mortgage"). The Bontrager Trust Mortgage was recorded on Nov. 26, 2012 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2012-028412. e. Massachusetts Avenue: i. A first priority mortgage in favor of Paul Schwartz dated Dec. 15, 2010 ("Schwartz Mortgage"). The Schwartz Mortgage was recorded on Dec. 20, 2010 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2010-25455. ii. A second priority mortgage in favor of Paul and Mary Ann Witmer dated May 17, 2013 ("Witmer Mortgage"). The Witmer Mortgage was recorded on May 24, 2013 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2013-12389. iii. A third priority mortgage in favor of Shannon Long dated March 18, 2014 ("Long Mortgage"). The Long Mortgage was recorded on March 27, 2014 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2014-05286. iv. A fourth priority mortgage in favor Melvin and Emma Kuhns dated March 18, 2014 ("Kuhns Mortgage"). The Kuhns Mortgage was recorded on April 9, 2014 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2014-06082. v. A fifth priority mortgage in favor of Andrew Graber dated June 4, 2014 ("Graber Mortgage"). The Graber Mortgage was recorded on June 30, 2014 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2014-11479. vi. A sixth priority mortgage in favor of Iva Mae Raber dated June 30, 2014 ("Raber Mortgage"). The Raber Mortgage was recorded on July 10, 2014 in the Office of the Recorder for Elkhart County (Indiana), as Instrument No. 2014-12272. Upon information and belief, the outstanding balances owed pursuant to the Investor Mortgages are: (a) Riegsecker Mortgage is approximately $92,554; (b) Swardson Mortgage is approximately $69,250; (c) Witmer Trust Mortgage is approximately $21,145; (d) Bontrager Mortgage is approximately $47,577; (e) M. Kuhns Mortgage is approximately $14,273; (f) Miller Mortgage is approximately $15,859; (g) Eicher Mortgage is approximately $50,500; (h) Bontrager Trust Mortgage is approximately $19,000; (i) Schwartz Mortgage is approximately $15,500; (j) Witmer Mortgage is approximately $35,947; (k) Long Mortgage is approximately $15,000; (l) Kuhns Mortgage is approximately $23,260; (m) Graber Mortgage is approximately $21,145; and (n) Raber Mortgage is approximately $26,960. Accordingly, the total outstanding balances of the Investor Mortgages is approximately $467,970. Prior to the Petition Date, Kelsey Avenue was subject to a lease ("Kelsey Avenue Lease"), with an option to purchase, in favor of Kenneth and Petrina Donaldson ("Tenants"). The Kelsey Avenue Lease, including the option to purchase, expired prior to the Petition Date and the Tenants did not exercise their rights pursuant to the option to purchase. Accordingly, the Tenants have no interest in Kelsey Avenue, other than their rights as month-to-month tenants pursuant to IND. CODE Section 32-31-1-2. The Tenants have been renting Kelsey Avenue on a month-to-month basis at the monthly rent of $815 per month. As of Sept. 1, 2016, the delinquent rent owed by the Tenants is $9,335 ("Delinquent Rent"). On July 21, 2016, the Court entered its Order Granting Application to Employ Tiffany Group Real Estate Advisors, LLC as the Bankruptcy Estates' Broker, authorizing the employment of Tiffany Group Real Estate Advisors, LLC, to assist the Trustee with the marketing and sale of real estate, including the Real Estate at issue in the Motion. Pursuant to the Listing Agreement approved by the Court, Tiffany Group is entitled to receive a commission of 5% of the total purchase price for all sales that were obtained solely through the efforts of the Tiffany Group. On Sept. 13, 2016, pursuant to the sole efforts of the Tiffany Group, the Trustee entered into a purchase agreement for the sale of the Real Estate to Schweinzger or an entity to be designated by him for the total sale price of $245,000 ("Purchase Agreement"). A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/5_Star_Investment_479_Sales.pdf Pursuant to the Purchase Agreement, the Purchaser is purchasing the Real Estate "as is and where is and with all faults". Additionally, the Purchase Agreement provides that the Trustee, on behalf of the Consolidated Bankruptcy Estate, will retain the exclusive right and ownership to all monthly rent payments due and owing from the Tenants through the date of closing for the sale of Kelsey Avenue, including the Delinquent Rents, and all such other rents for the month of the closing will be prorated as of the date of closing. The Purchaser has agreed to waive any and all rights to the monthly rent payments due and owing from the Tenants, including the Delinquent Rents, through the date of closing; provided however, the Purchaser will have the right to the prorated portion of the monthly rent payment due and owing after the closing for the month of the closing. Following the closing, the Purchaser will assume responsibility for any security deposit, if any, concerning Kelsey Avenue and will solely be responsible and liable for reimbursement of any security deposit, if any, and all applicable laws with respect to such security deposit. Pursuant to the Listing Agreement with Tiffany Group, Tiffany Group is entitled to receive a commission of 5% of the total sale price for the Real Estate, or $12,250, to be paid at closing. In order to ensure the fair and equitable treatment of all investors/creditors in these Bankruptcy Cases, the Trustee proposes to sell all real estate free and clear of investor mortgages, with the liens to attach to the proceeds until further Order of the Court. The Trustee anticipates that the resolution of how the funds should be distributed will be raised in the future pursuant to either a chapter 11 plan and/or separate actions. At such time, all parties can be heard on how the proceeds from the sale of the Real Estate secured by the Investor Mortgages should be distributed. The Trustee asserts that sound business reasons justify his decision to sell the Real Estate to the Purchaser for the total sale price of $245,000 and, therefore, requests that the Court approve the sale, pursuant to the Purchase Agreement, and that it enter an Order granting the Motion. About 5 Star Investment Group 5 Star Investment Group, LLC, and its 10 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ind. Lead Case No. 16-30078) on Jan. 25, 2016. 5 Star estimated its assets at up to $50,000 and its liabilities between $1 million and $10 million. The Debtor's counsel is Katherine C. O'Malley, Esq., at Cozen O'Connor, in Chicago, Illinois. The cases are assigned to Judge Harry C. Dees, Jr. On Feb. 29, 2016, Douglas R. Adelsperger was appointed as Chapter 11 trustee in each of the bankruptcy cases. On March 23, 2016, the Court entered an order consolidating the bankruptcy cases for purposes of administration only. A CHICAGO CONVENTION: Sept. 29 Auction for Chicago Property Okayed ------------------------------------------------------------------ Judge Deborah L. Thome of the U.S. Bankruptcy Court for the Northern District of Illinois authorized bidding procedures that will govern the sale at public auction of A Chicago Convention Center, LLC's property commonly known as 8201 West Higgins Road, Chicago, Illinois, to Friedman Properties, LLC, for $6,750,000, subject to overbid. A copy of the Bidding Procedures attached to the Order is available for free at: http://bankrupt.com/misc/A_Chicago_Convention_49_Order.pdf The Debtor will conduct the auction no later than Sept. 29, 2016, and will provide notice of the auction to all parties-in-interest. Friedman Properties is designated the "Stalking-Horse Bidder" and the proposed purchase price is designated the "Stalking-Horse Bid." Cathay Bank is designated as the "Backup Bidder," with a credit bid of $6,000,000 of its debt secured by the property the "Backup Bid." If a qualified bidder appears at the auction and submits a qualified bid that exceeds the Stalking-Horse Bid, the Bank may credit bid at the auction up to the judgment amount. If no parties other than the Bank and the Stalking-Horse Bidder appear at the auction, the Bank agrees that it will not submit a credit bid that exceeds, or otherwise seek to top, the Stalking-Horse Bid. The Sale Hearing to consider approval of the sale to the successful bidder at the successful bid amount will take place on Sept. 30, 2016 at 10:00 a.m. (CT). The sale will take place no later than Oct. 14, 2016. If the successful bidder is unable or unwilling to close the sale on Oct. 14, 2016, by tendering the purchase price to the Debtor, the Debtor will close the sale with the Bank as the Backup Bidder, or with such other Backup Bidder with a cash bid in excess of $6,000,000 as the Bank may consent to. About A Chicago Convention Center A Chicago Convention Center, LLC, is a member-managed limited liability company organized in Illinois on Jan. 24, 2011. The sole member of ACCC is Ravinder Sethi. ACCC sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-20463) on June 23, 2016. ACCUDYNE INDUSTRIES: S&P Revises Outlook to Neg. & Affirms B- CCR ----------------------------------------------------------------- S&P Global Ratings said that it has revised its outlook on U.S.-based industrial products manufacturer Accudyne Industries Borrower S.C.A. to negative from stable and affirmed its 'B-' corporate credit rating on the company. At the same time, S&P affirmed its 'B' issue-level ratings on the company senior secured credit facilities. The '2' recovery ratings on the facilities remain unchanged, indicating S&P's expectation for meaningful (70%-90%; lower end of the range) recovery in the event of a default. Additionally, S&P affirmed its 'CCC' issue-level rating on the company's senior unsecured debt. The '6' recovery rating on the unsecured debt remains unchanged, indicating S&P's expectation for negligible (0%-10%) recovery in the event of a default. "The outlook revision reflects Accudyne's weaker-than-expected operating performance in the second quarter of 2016, which has left the company with very high debt leverage and negative free cash generation," said S&P Global credit analyst Steven Mcdonald. S&P had previously expected that the company would reduce its leverage in 2016; however, persistently low oil prices, challenging operating conditions in China, and a stronger U.S. dollar have further pressured its EBITDA, leading it to maintain a very high adjusted debt-to-EBITDA metric of more than 11.0x as June 30, 2016. Because of these declining trends in the company's operating performance, along with S&P's expectation that any recovery will be slow, S&P has revised its base-case forecast. S&P now estimates that the company's debt-to-EBITDA metric will be more than 10.5x in 2016 before modestly improving to about 9.5x in 2017. The negative outlook on Accudyne reflects the potential that S&P may lower its ratings over the next 12 months if the company is unable to improve its operating performance, generate positive free cash flow, and strengthen its weak credit metrics. A failure to materially improve its performance could occur due to further end-market deterioration, continued delays in customer orders, or missteps in the execution of productivity initiatives, any of which would undermine the company's deleveraging prospects. S&P could lower its ratings on Accudyne if its leverage increases further or if the company is unable to generate meaningful positive free cash flow over the next few quarters. S&P could revise outlook on Accudyne to stable if the company is able to reduce its leverage from current levels and S&P sees prospects for further improvement. S&P would also expect the company to maintain adequate liquidity and presume that there would be ongoing prospects for recovery in its end markets. ACTRONIX INC: Exit Plan Proposes to Sell Assets to Pay Creditors ---------------------------------------------------------------- Actronix, Inc., has filed a Chapter 11 plan of reorganization that proposes to sell almost all of its assets in order to pay its creditors. The plan filed with the U.S. Bankruptcy Court for the Western District of Arkansas proposes a sale of the company's assets, resulting in the buyer establishing an operation at its facilities and employing its workers. Actronix is set to hold an auction of its assets on October 5. The minimum bid for the assets is $1 million, according to court filings. The company will seek court approval of the sale of its assets to the winning bidder at a hearing on October 18. If the auction is successful, the first $1.75 million of the net proceeds will be paid to California Bank & Trust, a first lien creditor. Any proceed of sale over $1.75 million will be distributed. Under the proposed plan, Class 12 unsecured creditors will receive a pro-rata distribution in June next year in the event that creditors in Classes 1 to 7 are paid in full. A copy of the disclosure statement detailing the plan is available for free at https://is.gd/1p8paI About Actronix Inc. Headquartered in Flippin, Arkansas, Actronix, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Ark. Case No. 15-72593) on Oct. 13, 2015, estimating its assets at up to $50,000 and its liabilities at between $1 million and $10 million. The petition was signed by Randy Steinberg, secretary. Judge Ben T. Barry presides over the case. Jill R. Jacoway, Esq., Jacoway Law Firm, Ltd., and Carter Ledyard & Milburn LLP serve as the Debtor's bankruptcy counsel. ADAMS TRACTOR: Can Use Cash Collateral on Interim Basis ------------------------------------------------------- Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida authorized Adams Tractor & Landscaping Services, Inc., to use cash collateral on an interim basis. Secured creditors Fox Business Funding and BFS Capital were granted replacement liens on the Debtor's future receivables and projected positive cash flow. A continued hearing on the Debtor's cash collateral use is scheduled on Nov. 14, 2016 at 11:00 a.m. A full-text copy of the Interim Order, dated Sept. 12, 2016, is available at https://is.gd/luF2Cd About Adams Tractor & Landscaping Services Adams Tractor & Landscaping Services, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-03191) on August 22, 2016. The Debtor is represented by Thomas C. Adam, Esq., at Adam Law Group, P.A. The Debtor is a Florida Corporation in St. Augustine, Florida. The Debtor's primary business includes the design and installation of commercial and residential landscapes, excavation, waste and debris hauling, and related services. No trustee, examiner, or statutory committee has been appointed in the Chapter 11 case. ADVANCED MICRO: Completes Common Stock and Notes Offering --------------------------------------------------------- Advanced Micro Devices, Inc., completed its registered underwritten public offering of 100 million shares of the Company's common stock, par value $0.01 per share, at a public offering price of $6.00 per share, pursuant to an underwriting agreement with J.P. Morgan Securities LLC, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC, as representatives of the several underwriters named therein, and the concurrent registered underwritten public offering of $700 million aggregate principal amount of the Company's 2.125% convertible senior notes due 2026 pursuant to an underwriting agreement with J.P. Morgan Securities LLC, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC, as representatives of the several underwriters. The Company also granted to the Equity Underwriters a 30-day option to purchase up to 15 million additional shares of Common Stock. In addition, the Company granted a 30-day option to the Notes Underwriters to purchase up to an additional $105 million aggregate principal amount of Notes, solely to cover over-allotments. The Shares and the Notes have been registered pursuant to the Registration Statement on Form S-3 under the Securities Act of 1933, as amended, including the prospectus supplements filed by the Company with the Commission pursuant to Rule 424(b)(5) under the Act, in each case, dated Sept. 8, 2016. The resulting aggregate net proceeds to the Company from the Common Stock Offering were approximately $580.5 million, after deducting underwriting discounts totaling approximately $19.5 million and estimated expenses. The resulting aggregate net proceeds to the Company from the Notes Offering were approximately $680.0 million, after deducting underwriting discounts totaling approximately $19.3 million and estimated expenses. The Company issued the Notes under an indenture dated as of Sept. 14, 2016, between the Company and Wells Fargo Bank, National Association, as trustee, as supplemented by the first supplemental indenture dated as of Sept. 14, 2016, between the Company and the Trustee. The Notes bear interest at a rate of 2.125% per year, payable semi-annually in arrears, on March 1 and September 1 of each year, commencing on March 1, 2017. The Notes are general unsecured senior obligations of the Company and (i) rank equal in right of payment with the Company's other senior unsecured indebtedness, (ii) rank senior in right of payment to any indebtedness that is contractually subordinated to the Notes, (iii) are effectively subordinated to all of the Company's existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness and (iv) are structurally subordinated in right of payment to the claims of the Company's subsidiaries creditors (including trade creditors). The Notes will mature on Sept. 1, 2026, unless earlier redeemed or repurchased by the Company or converted. Prior to the close of business on the business day immediately preceding June 1, 2026, the Notes will be convertible only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ended on Sept. 30, 2016 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after June 1, 2026, until the close of business on the business day immediately preceding the maturity date, holders may convert their Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company's election. The initial conversion rate of 125.0031 shares of Common Stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $8.00 per share of Common Stock. The conversion rate is subject to adjustment in certain circumstances. Upon the occurrence of a fundamental change (as defined in the Indenture) involving the Company, holders of the Notes may require the Company to repurchase all or a portion of their Notes for cash at a price equal to 100% of the principal amount of the Notes to be purchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Company may not redeem the Notes prior to the Maturity Date and no "sinking fund" is provided for the Notes, which means that the Company is not required to redeem or retire the Notes periodically. The Indenture contains customary terms and covenants and events of default. If an event of default (as defined therein) occurs and is continuing, the Trustee by notice to the Company, or the holders of at least 25% in aggregate principal amount of the Notes then outstanding by notice to the Company and the Trustee, may, and the Trustee at the request of such holders shall, declare 100% of the principal of and accrued and unpaid interest on all the Notes to be due and payable. In the case of an event of default arising out of certain bankruptcy or insolvency events (as set forth in the Indenture), 100% of the principal of and accrued and unpaid interest on the Notes will automatically become due and payable. Underwriting Agreement On Sept. 8, 2016, the Company entered into the Equity Underwriting Agreement with J.P. Morgan Securities LLC, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC, as representatives of the several underwriters named therein. Subject to the terms and conditions of the Equity Underwriting Agreement, the Company agreed to sell to the Equity Underwriters, and the Equity Underwriters agreed to purchase from the Company, an aggregate of 100 million shares of Common Stock, at a public offering price of $6.00 per share. The Company also granted the Equity Underwriters a 30-day option to purchase up to an additional 15 million shares of Common Stock. The parties have agreed to indemnify each other against certain liabilities, including liabilities under the Act. On Sept. 8, 2016, the Company also entered into the Notes Underwriting Agreement with J.P. Morgan Securities LLC, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC as representatives of the several underwriters named therein. Subject to the terms and conditions of the Notes Underwriting Agreement, the Company agreed to sell to the Notes Underwriters, and the Notes Underwriters agreed to purchase from the Company, $700 million aggregate principal amount of the Notes. The Company also granted the Notes Underwriters a 30-day option to purchase up to an additional $105 million aggregate principal amount of Notes, solely to cover over-allotments. Pursuant to the terms of the Notes Underwriting Agreement, the parties have agreed to indemnify each other against certain liabilities, including liabilities under the Act. Pursuant to the terms of the Underwriting Agreements, the Company and all of the Company’s directors and executive officers also agreed not to sell or transfer any Common Stock held by them for 90 days after Sept. 6, 2016, without first obtaining the written consent of J.P. Morgan Securities LLC, subject to certain exceptions, as described in the Prospectus Supplements. A full-text copy of the Form 8-K filing is available for free at: https://is.gd/suRWhP About Advanced Micro Devices Sunnyvale, California-based Advanced Micro Devices, Inc., is a global semiconductor company. The Company's products include x86 microprocessors and graphics. Advanced Micro incurred a net loss of $660 million on $3.99 billion of net revenue for the year ended Dec. 26, 2015, compared to a net loss of $403 million on $5.50 billion of net revenue for the year ended Dec. 27, 2014. As of June 25, 2016, the Company had $3.31 billion in total assets, $3.72 billion in total liabilities, and a $413 million total stockholders' deficit. * * * As reported by the TCR on Oct. 22, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on Sunnyvale, Calif.-based Advanced Micro Devices Inc. to 'CCC+' from 'B-'. "The downgrade reflects our expectation that AMD will experience a more gradual return to revenue growth, ongoing competitive challenges to restore operating profitability, and more severe operating losses and negative free cash flow through 2016 than we had previously forecast, despite recent improvements to its liquidity," said Standard & Poor's credit analyst John Moore. As reported by the TCR on March 16, 2016, Fitch Ratings has downgraded and withdrawn the ratings for Advanced Micro Devices, Inc. (AMD) including the Long-term Issuer Default Rating (IDR) to 'CCC' from 'B-'. The downgrade reflects prospects for negative free cash flow (FCF) over the intermediate term and the consequent liquidity issues and refinancing risk that could develop as the 2019 and 2020 debt maturities approach. In July 2015, Moody's Investors Service lowered Advanced Micro Devices, Inc's ("AMD") corporate family rating to Caa1 from B3, and the ratings on the senior unsecured notes to Caa2 from Caa1. The downgrade of the corporate family rating to Caa1 reflects AMD's prospects for ongoing operating losses over the next year and negative free cash flow. ALPHATEC HOLDINGS: Signs Separation Agreement with Former CEO ------------------------------------------------------------- As previously reported, on Sept. 12, 2016, James M. Corbett departed from his position as Alphatec Holdings, Inc.'s and Alphatec Spine, Inc.'s president and chief executive officer, and as a member of the Company's and Spine's Board of Directors. In connection with Mr. Corbett's resignation and in consideration for his prior service to the Company and Spine, the Company, Spine and Mr. Corbett entered into a separation agreement, dated as of Sept. 12, 2016. Pursuant to the terms of the Separation Agreement, Mr. Corbett will receive cash severance payments of (i) nine months of his annual base salary prior to his departure, which amounts to $397,500; and (ii) a payment equal to 100% of Mr. Corbett's target bonus amount, which amounts to $424,000. The foregoing payments are less applicable withholding amounts and payable bi-weekly over a period of 39 weeks in accordance with the Company's payroll practices. In addition, the Company will pay the cost of COBRA insurance coverage for Mr. Corbett and his eligible family members for a period of nine months, including a gross up of taxes for such payments. The Separation Agreement contains a release by Mr. Corbett of any claims in favor of the Company. The Separation Agreement also contains certain restrictive covenants and confidentiality provisions, including non-solicitation and non-disparagement obligations continuing for twelve months. About Alphatec Holdings Alphatec Holdings, Inc. is a medical technology company focused on the design, development and promotion of products for the surgical treatment of spine disorders. The Company has a comprehensive product portfolio and pipeline that addresses the cervical, thoracolumbar and intervertebral regions of the spine and covers a variety of spinal disorders and surgical procedures. Its principal product offerings are focused on the global market for fusion-based spinal disorder solutions. The Company believes that its products and systems are attractive to surgeons and patients due to enhanced product features and benefits that are designed to simplify surgical procedures and improve patient outcomes. Alphatec reported a net loss of $179 million in 2015, a net loss of $12.9 million in 2014 and a net loss of $82.2 million in 2013. As of June 30, 2016, Alphatec had $136 million in total assets, $183 million in total liabilities and a total stockholders' deficit of $46.4 million. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring operating losses and has a working capital deficiency. In addition, the Company has not complied with certain covenants of loan agreements with its lenders and has significant debt obligations due in December 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ALSON ALSTON: Disclosure Statement Hearing on October 18 -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Pennsylvania is set to hold a hearing on October 18, at 9:30 a.m., to consider approval of the disclosure statement explaining the Chapter 11 plan of Alson Alston. The hearing will take place at The Ronald Reagan Federal Building, Bankruptcy Courtroom, Third Floor, Third and Walnut Streets, Harrisburg, Pennsylvania. Objections are due by October 4. Under the proposed plan, general unsecured creditors classified as Class 14 will receive a distribution of approximately 5% of their allowed claims, with a worst case of 3% should disputed claims be upheld. Unsecured claims total $655,276 ($331,179 to non-taxing authorities plus $30,472 in unsecured tax claims plus $293,625 from undersecured mortgages). Class 14 includes a worst case of an additional $385,839 from undersecured mortgages, making the total worst case unsecured debt $1,041,115, pending the resolution of litigation. Payments and distributions under the plan will be funded through the Debtor's continued operation of rental properties and through the Debtor's employment. Alson Alston -- dba Alston Business Consulting, dba Songhai City, LLC, dba Songhai Enterprises, LLC, dba Songhai City Entertainment, LLC, dba Songhai City Real Estate, LLC, dba Encore General Merchandise LLC, dba Encore General Store, dba Dragon Management Services, aka Al Alston -- filed a Chapter 11 Petition (Bankr. M.D. Pa. Case No. 14-03454) in 2014. AMBASSADOR ENERGY: Unsecureds To Be Paid $30,000 Per Month ---------------------------------------------------------- Ambassador Energy, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a first amended Chapter 11 plan of reorganization. Under the First Amended Plan, holders of Class 4 General Unsecured Claims will receive installment payments will be monthly, commencing after payment in full of the secured creditors in Classes 1 and 3. The payments will be in the amount of $30,000 per month and are expected to start in March 2018, and will continue until all allowed Class 4 claims are paid in full; the final payment may be in an amount less than $30,000. Each payment will be divided proportionally amongst the holders of the claims. Interest will be paid to the Class 4 creditors at the rate of 4% per annum on account of unpaid balances. Class 4 is impaired. The funds for implementation of the Plan will come from the ongoing operating profits of the Debtor's business operations, the installation and inspection of solar power panels, and related training operations and educational services. A monthly financial statement, including a balance sheet and a profit and loss statement, will be provided to Class 1 and Class 3 creditors after the Effective Date; unsecured creditors may have one on written request. The First Amended Plan is available at: http://bankrupt.com/misc/cacb16-11880-70.pdf As reported by the Troubled Company Reporter on Aug. 8, 2016, the Debtor filed with the Court a disclosure statement in support of the Debtor's Chapter 11 plan of reorganization, which proposed that holders of Class 4 - general unsecured claims, which total $901,267, will recoup 100%. Headquartered in Murrieta, California, Ambassador Energy, Inc., dba Ambassador Solar Energy filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 16-11880) on March 2, 2016, disclosing $0 assets and total liabilities of $1.51 million. The petition was signed by Kelly Smith, president. Judge Scott C Clarkson presides over the case. Robert B. Rosenstein, Esq., at Rosenstein & Associates serves as the Debtor's bankruptcy counsel. AMERICAN BATH: Moody's Assigns B3 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating and a B3-PD Probability of Default Rating to American Bath Group, LLC ("ABG"). Moody's also assigned a B2 rating to ABG's proposed $50 million senior secured revolving credit facility and $320 million senior secured first lien term loan, and a Caa2 rating to ABG's senior secured second lien term loan. The rating outlook is stable. This is the first time Moody's has assigned ratings to this issuer. The ratings are subject to review of final documentation. These ratings were assigned: Corporate Family Rating, assigned B3; Probability of Default Rating, assigned B3-PD; $50 million senior secured revolving credit facility, assigned B2 (LGD3); $320 million senior secured first lien term loan; assigned B2 (LGD3); $95 million senior secured second lien term loan; assigned Caa2 (LGD6); The rating outlook is stable. RATINGS RATIONALE ABG's B3 Corporate Family Rating reflects its market position, national footprint, broad bathware product offerings, and our expectation for strong EBITA margin. The CFR also incorporates the company's high debt leverage, small revenue base, product and customer concentration, the cyclical nature of its end markets and integration risks. Moody's notes that credit ratings were also based on the limited track record as a combined entity. Since early 2014, ABG has grown through a series of acquisitions. Moody's ratings also consider the risks associated with the integration of multiple acquisitions into one combined entity and the realization of logistical and procurement savings assumed from its new, larger and national scale. ABG is a major bathware manufacturer serving the U.S. with a national footprint and multiple bathware brand and product offerings. The company has 14 co-located manufacturing and distribution facilities and two standalone distribution centers. Its product material offerings include gelcoat, sheet molded compound, porcelain on steel, acrylic, and solid surface. ABG's national footprint provides logistical benefits with lower freight costs than many of its competitors and allows the company to serve large national retailers and wholesalers. Moody's notes that ABG has product concentration as well as customer concentration. Positively, ABG can provide a complete suite of products across all materials and price points. The company should gain purchasing power given its larger scale as a result of the company's recent acquisitions. Adjusted debt-to-EBITDA is expected to be below 5.5X. The company is expected to generate free cash flow which will be used to reduce balance sheet debt over time. Moody's anticipates ABG will continue to be acquisitive in the bathware space, utilizing primarily debt capital for funding, which is considered in the rating. ABG's liquidity is supported by an estimated $17 million pro forma cash balance at June 30, 2016, and its $50 million senior secured revolving credit facility (which is expected to be undrawn at closing). Moody's project the company to be able to cover all working capital and maintenance capex from its funds from operations and modest borrowings under its revolver. Moody's also expect ABG to generate positive free cash flow over the next 12-18 months. Importantly, ABG's liquidity benefits from lack of debt maturities until 2023 when its $320 million first lien term loan matures. The rating could be upgraded once the ABG has established a track record consistent with our expectations for operating performance which would be evidenced by growth in revenue, size and scale; adjusted debt-to-EBITDA consistently below 5.0x; adjusted EBITA-to-interest consistently above 2.0x; and, adjusted free cash flow to debt consistently above 5.0%. Alternatively, the rating could be downgraded if the company experiences market share loss, adjusted debt-to-EBITDA rises above 6.5x, adjusted EBITA-to-interest falls below 1.0x, or adjusted EBITA margin declines closer to 5%. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. American Bath Group, LLC is a major manufacturer and distributor of bathware products constructed from fiberglass-reinforced plastic, acrylic, sheet molding compound, and enamel steel throughout the United States. For the trailing twelve months ending June 30, 2016, the company generated over $300 million in revenue. AMERICAN BATH: S&P Assigns 'B' CCR; Outlook Stable -------------------------------------------------- S&P Global Ratings said it assigned its 'B' corporate credit rating to American Bath Group LLC. The rating outlook is stable. At the same time, S&P assigned its 'B' issue-level rating (same as the corporate credit rating) to ABG's proposed $50 million senior secured revolving credit facility due 2021 and $320 million senior secured first-lien term loan due 2023. The '3' recovery rating on the facility indicates S&P's expectation for meaningful (50%-70%; upper half of the range) recovery in the event of a payment default. S&P also assigned its 'CCC+' issue-level rating (two notches below the corporate credit rating) to ABG's proposed $95 million second-lien senior secured term loan due 2024. The '6' recovery rating on the facility indicates S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. "The stable outlook reflects our expectation that ABG will maintain operational performance levels that will result in pro forma leverage measures between 4x and 5x during the next 12 months," said S&P Global Ratings credit analyst Maurice Austin. A downgrade is likely within the next 12 months if ABG has weaker-than-expected end-market demand such that total leverage increases and is trending above 6x or if liquidity materially lessens. S&P is unlikely to upgrade the company over the next 12 months given its ownership by a private equity firm. However, S&P could raise its rating on ABG if the company's operating performance is much better than S&P expects, such that debt leverage is sustained well below 5x and FFO to debt above 12% and if S&P gained confidence that the company's owner is committed to maintaining this more conservative financial risk profile. AMERICAN SUNBELT: Can Use Cash Collateral on Interim Basis ---------------------------------------------------------- Judge Barbara J. Houser of the U.S. Bankruptcy Court for the Northern District of Texas authorized American Sunbelt Enterprises, Inc., to use the cash collateral of Swift Financial Corporation and Internal Revenue Service. The Debtor's right to use cash collateral will end on the earliest to occur of the following: (a) an Event of Default; (b) an Order of the Court terminating and/or prohibiting the use of cash collateral; or (c) November 1, 2016 at 12:30 a.m. The Debtor contended that it did not have sufficient available sources of working capital and financing to carry on the operation of its business without the use of cash collateral. Swift Financial had objected to the Debtor's use of cash collateral, contending that it had purchased future receivables which are not property of the Debtor's bankruptcy estate. Swift Financial asserted that if the Court found that the purchase of the future receivables was a loan and not a true sale, Swift Financial was not adequately protected. The Debtor and Swift Financial eventually entered into an interim agreement for the use of cash collateral, which permits the Debtor to continue using cash collateral through October 31, 2016. Judge Houser granted Swift Financial and the IRS with replacement liens and security interests in the Debtor's cash and receipts, to the same extent, validity and priority that the liens and security interests existed prior to the bankruptcy filing and subject to the Debtor's reservation of rights to contest the validity of Swift Financial's security interest. The Debtor was directed to make two adequate protection payments to Swift Financial, each payment in the amount of $2,500, on Sept. 30, 2016 and Oct. 31, 2016. A final hearing on the use of cash collateral is scheduled on Oct. 24, 2016 at 1:15 p.m. A full-text copy of the Order dated Sept. 14, 2016, is available at https://is.gd/K89K3X About American Sunbelt Enterprises American Sunbelt Enterprises filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 16-33151) on Aug. 5, 2016. The petition was signed by David Watson, president. Judge Barbara J. Houser presides over the case. Areya Holder, Esq., at the Law Office of Areya Holder, P.C. represents the Debtor. The Debtor estimated $1 million to $10 million in assets and $100,000 to $500 million in liabilities at the time of the filing. AMPLIPHI BIOSCIENCES: Amends 4.75M Shares Prospectus with SEC ------------------------------------------------------------- AmpliPhi Biosciences Corporation filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the offering of 4,750,000 shares of its common stock and warrants to purchase an aggregate of 1,187,500 shares of its common stock (and the shares of common stock that are issuable from time to time upon exercise of the warrants). The Company amended the registration statement to delay its effective date. Each share of common stock is being sold together with a warrant to purchase up to 0.25 of a share of our common stock (which equates to 25% warrant coverage on the shares purchased in this offering), at an exercise price of $___ per share. The warrants will be exercisable immediately and will expire five years from the date of issuance. The shares of common stock and warrants can only be purchased together in this offering but will be issued separately and will be immediately separable upon issuance. The Company's common stock is listed on the NYSE MKT under the symbol "APHB." On Sept. 12, 2016, the last reported sale price of the Company's common stock on the NYSE MKT was $1.70 per share. There is no established public trading market for the warrants, and the Company does not expect a market to develop. In addition, the Company does not intend to apply for a listing of the warrants on any national securities exchange. A full-text copy of the amended prospectus is available at: https://is.gd/Ta4J8g About AmpliPhi AmpliPhi Biosciences Corp. is a biotechnology company focused on the discovery, development and commercialization of novel phage therapeutics. Its principal offices occupy approximately 1,000 square feet of leased office space pursuant to a month-to-month sublease, located at 3579 Valley Centre Drive, Suite 100, San Diego, California. It also leases approximately 700 square feet of lab space in Richmond, Virginia, approximately 5,000 square feet of lab space in Brookvale, Australia, and approximately 6,000 square feet of lab and office space in Ljubljana, Slovenia. Ampliphi Biosciences reported a net loss attributable to common stockholders of $10.79 million on $475,000 of revenue for the year ended Dec. 31, 2015, compared to net income attributable to common stockholders of $21.8 million on $409,000 of revenue for the year ended Dec. 31, 2014. As of June 30, 2016, Ampliphi had $29.3 million in total assets, $7.79 million in total liabilities and $21.5 million in total stockholders' equity. Ernst & Young LLP, in Richmond, Virginia, issued a "going concern" qualification on the Company's consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. ANADARKO PETROLEUM: Moody's Affirms Ba1 CFR; Outlook Stable ----------------------------------------------------------- Moody's Investors Service changed the rating outlook for Anadarko Petroleum Corporation and its guaranteed subsidiaries to stable from negative. Moody's affirmed Anadarko's Ba1 Corporate Family Rating (CFR) and Ba1 senior unsecured ratings and raised the company's Speculative Grade Liquidity (SGL) Rating to SGL-2 from SGL-3. Concurrently, Moody's changed the rating outlook for Western Gas Partners, LP (Western Gas) to stable from negative and affirmed Western Gas' Ba1 CFR, Ba1 senior unsecured ratings and SGL-3 rating. "Anadarko's substantial asset sales and refinancing transactions completed to date have greatly lowered its refinancing requirements for 2016 and 2017, which combined with good prospects for further asset sales should allow the company to fund negative free cash flow and reduce debt," commented Pete Speer, Moody's Senior Vice President. "The company's equity funded acquisition of deepwater producing properties adds cash flows to 2017, further supporting the stable outlook." Issuer: Anadarko Petroleum Corporation Affirmations: Probability of Default Rating, Affirmed Ba1-PD Corporate Family Rating, Affirmed Ba1 Senior Unsec. Shelf, Affirmed (P)Ba1 Senior Unsecured Commercial Paper, Affirmed NP Senior Unsecured Regular Bond/Debentures, Affirmed Ba1 (LGD 4) Upgrades: Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 Outlook Actions: Issuer: Anadarko Petroleum Corporation Outlook, Changed To Stable From Negative Issuer: Anadarko Finance Company Affirmations: Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD 4) Outlook Actions: Issuer: Anadarko Finance Company Outlook, Changed To Stable From Negative Issuer: Kerr-McGee Corporation Affirmations: Senior Unsecured Regular Bond/Debentures, Affirmed Ba1 (LGD 4) Outlook Actions: Issuer: Kerr-McGee Corporation Outlook, Changed To Stable From Negative Issuer: Union Pacific Resources Group Inc. Affirmations: Senior Unsecured Regular Bond/Debentures, Affirmed Ba1 (LGD 4) Outlook Actions: Issuer: Union Pacific Resources Group Inc. Outlook, Changed To Stable From Negative Issuer: Western Gas Partners, LP Affirmations: Probability of Default Rating, Affirmed Ba1-PD Speculative Grade Liquidity Rating, Affirmed SGL-3 Corporate Family Rating, Affirmed Ba1 Senior Unsec. Shelf, Affirmed (P)Ba1 Senior Unsecured Regular Bond/Debentures, Affirmed Ba1 (LGD 4) Outlook Actions: Issuer: Western Gas Partners, LP Outlook, Changed To Stable From Negative RATINGS RATIONALE During the first half of 2016, the company raised almost $2.5 billion of cash proceeds from the sales of non-core assets, a portion of its limited partnership (LP) interests in Western Gas Equity Partners, LP (WGP, the general partner of Western Gas), and certain midstream assets to WES. The company also issued $3 billion of senior notes in March 2016 that was used to refinance 2016 and 2017 debt maturities. The company's remaining debt maturities this year and next have been reduced to the potential put of the Zero Coupon senior notes in October 2016 at their then-accreted value of $839 million and $750 million of senior notes that mature in September 2017. Anadarko announced on Sept. 12, 2016, an agreement to acquire deepwater Gulf of Mexico (GOM) assets from Freeport McMoRan Oil & Gas (B1 negative) for $2 billion, funded by an equity offering that was launched simultaneously and raised about $1.9 billion ($2.2 billion if the overallotment option is exercised). This attractively priced acquisition of developed properties adds meaningful cash flow to 2017 from about 80,000 barrel-of-oil equivalent daily production that is over 80% oil. The acquisition has little integration risk given the overlap with Anadarko's existing GOM assets. The benefits of this acquisition, combined with operating and capital cost reductions and improvements in oil prices have reduced Moody's forecasted negative free cash flow for Anadarko over the remainder of 2016 and 2017. With line of sight to additional asset sales, the company is well positioned to fund negative free cash flow and achieve some debt reduction through 2017. The substantially reduced refinancing risk and the lower negative free cash flow has resulted in the outlook change to stable. Anadarko's Ba1 Corporate Family Rating reflects the company's still high debt levels relative to cash flow and Moody's expectation of some production declines caused by reduced capital investment. These risks are partially offset by the company's low operating and reserve replacement costs, allowing Anadarko to replace reserves at lower break-even commodity prices than many of its large E&P peers. The company benefits from a globally diversified property base that includes a mix of conventional and unconventional onshore and offshore resources, which provides a lower overall production decline rate and capital intensity than peers focused solely on unconventional onshore US properties. Anadarko's SGL-2 rating reflects its good liquidity to fund its planned capital spending, debt maturities and potential working capital needs through 2017. The company had $1.4 billion of cash at June 30, 2016, and $5 billion of committed undrawn credit facilities ($3 billion being a long-term facility that matures in 2021). The company has good headroom for future covenant compliance. Moody's expects Anadarko to continue to supplement its liquidity through asset sales, given its large inventory of undeveloped acreage and offshore discoveries and its remaining ownership of a substantial majority of WGP's LP interests. Western Gas' Ba1 CFR is supported by its high proportion of fee-based revenues that provides revenue stability, good commodity and basin diversification, and relatively low financial leverage. The partnership's direct commodity price exposure is limited by hedging arrangements with Anadarko, but it does have exposure to fluctuations in production volumes, particularly in its gathering business. While its stand-alone credit attributes could support a Baa3 rating, Western Gas's high customer concentration risk with Anadarko combined with Anadarko's controlling ownership effectively limits its rating to that of Anadarko's. Given this rating relationship, the rating outlook for Western Gas was changed to stable consistent with the change in Anadarko's outlook. Anadarko's stable outlook is based on Moody's expectation that the company will continue to work towards aligning its capital spending with operating cash flows and increase its RCF/Debt metric to above 15% in 2017. Increased debt or weaker than anticipated cash flows could result in RCF/Debt being sustained below 15%, which could lead to a ratings downgrade. In order for Anadarko's ratings to be upgraded to Baa3, the company's production and proved developed reserves volumes have to be stabilized, consolidated debt levels reduced and returns on investment increased. Moody's expects oil prices to remain in a range of $40 to $60 per barrel for the medium term with significant volatility both within and possibly outside that band. Therefore Anadarko's debt and cost structure will have to be reduced to levels where the company can sustain RCF/Debt above 20% and an LFCR above 1x even at the low end of that commodity price range in order to uphold an investment grade rating. Western Gas' ratings would likely be downgraded if Anadarko's ratings were downgraded. The partnership's ratings could also be downgraded if leverage were to significantly increase because of debt-funded acquisitions or significant earnings declines from lower customer production volumes. Debt/EBITDA sustained above 5x could result in a ratings downgrade. In order for Western Gas's ratings to be upgraded to Baa3, Anadarko's ratings must be upgraded to Baa3 or higher and the partnership will have to sustain its asset and earnings scale while maintaining its fee-based focus and low financial leverage on a consistent basis. The principal methodology used in rating Anadarko Petroleum Corporation, Anadarko Finance Company, Kerr-McGee Corporation and Union Pacific Resources Group Inc. was Global Independent Exploration and Production Industry published in December 2011. The principal methodology used in rating Western Gas Partners, LP was Global Midstream Energy published in December 2010. Anadarko Petroleum Corporation is among the largest independent exploration and production (E&P) companies and is headquartered in The Woodlands, Texas. Western Gas is a publicly traded master limited partnership (MLP) that provides midstream energy services primarily to Anadarko as well as other third party oil and gas producers and customers. Anadarko controls Western Gas through its ownership of the general partner (GP) of WGP, which in turn owns the GP of Western Gas and a meaningful amount of Western Gas' LP interests. AOG ENTERTAINMENT: Hires Prager as Royalty Consultants ------------------------------------------------------ AOG Entertainment, Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Southern District of New York to employ Prager Metis CPAs, LLC as royalty consultants for the Debtors and Debtors in possession. Subject to third party constraints, Prager will perform, in cost effective matter, certain procedures to the degree deemed by Prager to be appropriate upon the books and records of UMG Recordings, Inc. made available for the purpose of areas of underpayment, if any, and their extent, to 19 Recordings, Inc., o/b/o the recording artists P/K/A Scotty McCreery, Laureen Alaina, and Phillip Phillips. Prager will evaluate the Debtors' royalty examination report dated December 22, 2015 in connection with Universal Music Group. Prager will assist the Debtors in pursuing a final settlement of royalties due, if any. Prager will be paid at these hourly rates: Partner $414-525 Manager $275 Senior Associate $210-230 Associate $35 Support Staff $66-85 Prager will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph Rust, partner at Prager Metis CPAs, 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 Debtors and their estates. Prayer may be reached at: Joseph Rust Prager Metis CPAs, LLC 2381 Rosecrans Avenue, Suite 350 El Segundo, CA 90245 Tel: 310.207.2220 Fax: 310.207.0556 About AOG Entertainment   CORE Entertainment Inc. and its subsidiaries own, produce, develop and commercially exploit entertainment content. The Company's portfolio of world-class brands and entertainment properties includes participation in the "IDOL"-branded shows, including American Idol, Deutschland sucht den Superstar, Nouvelle Star and more than fifty other franchises shown around the world, and the popular television series "So You Think You Can Dance". The Company conducts its primary business activities through its subsidiary groups, including 19 Entertainment.   CORE Entertainment Inc. and 47 other affiliates each filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-11087 to 16-11134, respectively) on April 28, 2016, two days prior to the expiration of their forbearance agreement with (a) certain lenders holding the requisite amount of loans under a first lien term loan facility; and (b) Crestview Media Investors, L.P., as lender under the first lien term loan facility and a second lien term loan facility. Pursuant to the Forbearance Agreements, the lenders agreed to forbear from exercising their remedies on account of any missed payments or certain alleged defaults under the Term Loan Agreements.   The Debtors estimated assets and liabilities in the range of $100 million to $500 million.   The Debtors have hired Matthew A. Feldman, Esq., Paul V. Shalhoub, Esq., and Andrew S. Mordkoff, Esq., at Willkie Farr & Gallagher LLP as counsel, Moelis & Company, LLC as financial advisor, PricewaterhouseCoopers LLP as auditors and tax consultants and Kurtzman Carson Consultants LLC as claims, noticing and administrative agent.   The cases are jointly administered under AOG Entertainment, Inc., Case No. 16-11090 before the Honorable Stuart M. Bernstein.   The official committee of unsecured creditors retained Zolfo Cooper, LLC as its financial advisor; and Sheppard Mullin Richter & Hampton, LLP as counsel.   * * *   AOG Entertainment, Inc., et al., filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement for the Debtor's first amended joint Chapter 11 plan of reorganization.  Holders of Class 5 General Unsecured Claims, estimated at $23.92 million, will recover 3.5%.   The Disclosure Statement is available at:   http://bankrupt.com/misc/nysb16-11090-250.pdf APOLLO MEDICAL: Stockholders Elect Seven Directors -------------------------------------------------- At Apollo Medical Holdings, Inc.'s annual meeting of stockholders held on Sept. 14, 2016, the stockholders: (i) elected each of Warren Hosseinion, Gary Augusta, Mark Fawcett, Thomas Lam, Suresh Nihalani, David Schmidt and Ted Schreck as directors to serve until the next annual meeting of stockholders; (ii) adopted the Company's 2015 Equity Incentive Plan; (iii) approved a non-binding advisory resolution relating to executive compensation; and (iv) voted on a non-binding advisory proposal to hold future advisory votes relating to executive compensation triennially. About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss attributable to the Company of $9.34 million on $44.0 million of net revenues for the year ended March 31, 2016, compared to a net loss attributable to the Company of $1.80 million on $33.0 million of net revenues for the year ended March 31, 2015. As of June 30, 2016, Apollo Medical had $17.31 million in total assets, $9.73 million in total liabilities, $7.07 million in mezzanine equity and $503,849 in total stockholders' equity. ASPEN GROUP: Incurs $505,000 Net Loss in July 31 Quarter -------------------------------------------------------- Aspen Group, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $505,447 on $2.75 million of revenues for the three months ended July 31, 2016, compared to a net loss of $718,706 on $1.70 million of revenues for the three months ended July 31, 2015. As of July 31, 2016, Aspen had $4.93 million in total assets, $3.64 million in total liabilities and $1.28 million in total stockholders' equity. On Aug. 31, 2016, the Company announced that it recently closed on a $3 million credit line with its largest shareholder. The credit line, whose terms include a 12% per annum interest rate on drawn funds and a 2% per annum interest rate on undrawn funds, will extend through August 2019. The Company initially drew down $750,000 under the line, of which approximately $248,000 was used to repay a secured line of credit with a bank. At July 31, 2016, the Company had a cash balance of $480,317. The Company had cash provided from operating activities of $34,476. The Company's quarterly report on Form 10-Q is available from the SEC Web site at https://is.gd/FiEPCW About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. Aspen Group reported a net loss of $2.24 million on $8.45 million of revenues for the year ended April 30, 2016, compared to a net loss of $4.26 million on $5.22 million of revenues for the year ended April 30, 2015. AURORA GAS: Sale of C-Plan to Cook Inlet Energy for $20K Approved ----------------------------------------------------------------- Judge Gary Spraker of the U.S. Bankruptcy Court for the District of Alaska authorized Aurora Gas, LLC, to sell an Oil Discharge Prevention and Contingency Plan to Cook Inlet Energy, LLC, for $20,460. The Debtor will retain the sales proceeds in trust pending confirmation of a plan of reorganization or further order of the Court. About Aurora Gas Sugarland, Texas-based Aurora Gas LLC owns and operates gas-producing properties in Alaska and also engages in the exploration and development of gas properties. Erik LeRoy, Esq., at Erik Leroy P.C., on behalf of Aurora Well Service, LLC, Shirleyville Enterprises, LLC, and Tanks A Lot, Inc., filed a involuntary Chapter 11 bankruptcy petition against the Debtor (Bankr. D. Alaska Case No. 16-00130) on May 3, 2016. AVANTI COMMUNICATIONS: Seeks to Make Bond Payments with Debt ------------------------------------------------------------ Joe Mayes, writing for Bloomberg Brief Distress & Bankruptcy, reported that Avanti Communications Group Plc, the U.K. satellite operator seeking to sell itself, asked bondholders to accept new senior notes instead of cash interest payments to help ease a financial squeeze. According to the report, citing a company statement, the plan covers payments due next month on $645 million of 2019 bonds. Mast Capital Management and Solus Alternative Asset Management, which own a combined 60 percent of the debt, both support the proposal, an Avanti spokesman said by e-mail to Bloomberg. Avanti has also started work on a "long-term funding solution," and it is continuing discussions with potential investors and acquirers, the company said, the report related. The London-based satellite operator has run into trouble because overcapacity in the satellite industry has weighed on sales and earnings, the report further related. "This refinancing is only a part-solution," Eric Beaudet, a Paris-based analyst at Natixis SA, told Bloomberg. "They're going to have the same problem six months from now. The issue is not resolved entirely." * * * The Troubled Company Reporter on July 19, 2016, reported that Moody's Investors Service downgraded the Corporate Family Rating and the senior secured bond ratings of Avanti Communications Group plc ("Avanti") to Ca from Caa1 as well as its Probability of Default Rating ("PDR") to Ca-PD from B3-PD. The outlook on all ratings is negative. The TCR on July 14, 2016, reported that S&P Global Ratings lowered its long-term corporate credit rating on U.K.-based fixed-satellite services (FSS) provider Avanti Communications Group PLC (Avanti) to 'CCC-' from 'B-'. At the same time, S&P lowered its issue ratings on the company's senior secured debt to 'CCC' from 'B'. BASIC ENERGY: Enters Into Forbearance Pact with Secured Lenders --------------------------------------------------------------- Basic Energy Services, Inc. and certain subsidiaries announced that the Company, its secured term loan lenders and secured asset-based revolver lenders, and certain of its unsecured bondholders have taken steps to enable the continuation of negotiations regarding a deleveraging transaction. Specifically, the Company has entered into a forbearance agreement with over 81% of the holders of the 7.75% senior notes due 2019 with respect to the previously announced 30-day grace period related to an $18.4 million payment of interest under the 2019 Notes. The Company has elected not to make the interest payment upon the expiration of the 30-day grace period. Under the forbearance agreement, the unsecured noteholders have agreed to forbear from exercising their rights and remedies, including the right to accelerate any indebtedness, through Sept. 28, 2016, in connection with the interest payment default. Additionally, the Company's Secured Lenders have agreed to provide temporary waivers of certain existing and future defaults under the Term Loan and ABL Facility related, in part, to the missed interest payment. The forbearance and temporary waivers will provide the Company with additional flexibility to continue discussions with all its creditors with the objective of improving Basic's long-term capital structure. Roe Patterson, Basic's president and chief executive officer, stated, "I would like to express our appreciation to our Secured Lenders and unsecured bondholders for their continued support and cooperation. The forbearance agreement and temporary waivers will provide additional time to reach a mutually acceptable financial restructuring plan that provides Basic with a sustainable capital structure that supports the Company's long-term business plan and results in long-term value generation for the benefit of our employees, customers, vendors, and all other stakeholders." The Company continues to believe that it has ample liquidity at this time to continue efficient and uninterrupted operations in the ordinary course and anticipates meeting all of its obligations to suppliers, customers, and employees. Additional information is available for free at: https://is.gd/z0204Q About Basic Energy Energy Services, Inc. provides a wide range of well site services in the United States to oil and natural gas drilling and producing companies, including completion and remedial services, fluid services, well servicing and contract drilling. These services are fundamental to establishing and maintaining the flow of oil and natural gas throughout the productive life of a well. The Company's broad range of services enables us to meet multiple needs of its customers at the well site. Basic Energy reported a net loss of $242 million in 2015 compared to a net loss of $8.34 million in 2014. As of June 30, 2016, Basic Energy had $1.07 billion in total assets, $1.14 billion in total liabilities, and a $62.4 million total stockholders' deficit. "If we are unable to generate sufficient cash flow or are otherwise unable to obtain the funds required to make principal and interest payments on our indebtedness, or if we otherwise fail to comply with the various covenants in instruments governing any existing or future indebtedness, we could be in default under the terms of such instruments. In the event of a default, the holders of our indebtedness could elect to declare all the funds borrowed under those instruments to be due and payable together with accrued and unpaid interest, secured lenders could foreclose on any of our assets securing their loans and we or one or more of our subsidiaries could be forced into bankruptcy or liquidation. If our indebtedness is accelerated, or we enter into bankruptcy, we may be unable to pay all of our indebtedness in full. Any of the foregoing consequences could restrict our ability to grow our business and cause the value of our common stock to decline," the Company warned in its annual report for the year ended Dec. 31, 2015. * * * The TCR reported on March 14, 2016, that Moody's Investors Service downgraded Basic Energy Services, Inc.'s Corporate Family Rating (CFR) to Caa3 from Caa1, its senior unsecured notes rating to Ca from Caa2, and lowered its Speculative Grade Liquidity Rating to SGL-4 from SGL-3. The outlook remains negative. As reported by the TCR on Aug. 17, 2016, 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-'. "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. BASIC ENERGY: Moody's Lowers CFR to Ca, Outlook Remains Neg. ------------------------------------------------------------ Moody's Investors Service downgraded Basic Energy Services, Inc.'s Corporate Family Rating to Ca from Caa3 and its Probability of Default Rating to Ca-PD/LD from Caa3-PD. At the same time, Moody's affirmed Basic's senior unsecured rating at Ca and the company's SGL-4 Speculative Grade Liquidity Rating. The outlook remains negative. "The downgrade of Basic's CFR reflects the increased likelihood of a near term restructuring following the company's failure to make its scheduled August 15, 2016 interest payment on its 2019 notes within the 30 day grace period," noted John Thieroff, Moody's Vice President. "The downgrade also incorporates our expectation for family-wide recovery of less than 50%." Moody's appended a limited default designation to Basic's PDR because the missed interest payment is deemed a default. The "LD" designation will be removed from the PDR within a few days. RATINGS RATIONALE The Ca Corporate Family Rating (CFR) reflects Basic's unsustainably high leverage, lack of interest coverage, relatively small tangible asset base, the high likelihood of a near-term debt restructuring on distressed terms, and Moody's expectation that family-wide recovery will be less than 50%. Although Basic benefits from decent scale, its broad suite of well-site services, a diversified customer base, and spending flexibility in periods of weak cash flow, very weak industry fundamentals have greatly diminished the value of these attributes. The SGL-4 Speculative Grade Liquidity Rating reflects Moody's view of weak liquidity through late 2017. Although Basic had $116 million of cash at June 30, 2016, Moody's expects the company to exhaust most of this cash by mid-2017 absent a restructuring. The company's revolving credit facility had a borrowing base of $74 million at June 30, 2016, with $51 million of letters of credit issued and no direct borrowings. Basic is not currently subject to financial covenants under the facility; however, springing covenants take effect when availability is $15 million or less. In that event, Basic is required to maintain a fixed charge coverage ratio of at least 1x and a senior secured leverage ratio under 2.5x, levels we don't expect Basic to be able to achieve through late 2017 -- limiting availability under the revolver to $8 million on the current borrowing base. The credit facility matures November 2019. The negative outlook reflects the prospect for weak cash flow generation in 2016 and the limited liquidity we expect Basic to face in by mid-2017. A ratings downgrade is likely if liquidity falls below $50 million. While unlikely in the next 12 months absent a debt restructuring, an upgrade could be considered if Basic appears able to sustain interest coverage to above 1.0x while maintaining adequate liquidity. Basic Energy Services, Inc. is an oilfield services operator based in Fort Worth, Texas. The principal methodology used in these ratings was "Global Oilfield Services Industry Rating Methodology" published in December 2014. BASIC ENERGY: S&P Lowers CCR to 'D' on Missed Interest Payment -------------------------------------------------------------- S&P Global Ratings lowered its corporate credit ratings on Basic Energy Services Inc. to 'D' from 'CC'. In addition, S&P lowered its senior secured issue-level rating to 'D' from 'CCC', and its senior unsecured debt ratings to 'D' from 'CC'. The recovery rating on the secured debt remains '1', indicating S&P's expectation of very high (90%-100%) recovery in the event of a default. The recovery rating on the unsecured debt remains '4', indicating S&P's expectation of average (30%-50%; lower half of the range) recovery in the event of a default. "The downgrade reflects Basic's failure to make the coupon payment due under its 2019 notes within the 30-day grace period, and our belief that the company will likely elect not to meet its financial obligations to its debtholders until it has agreed on a financial restructuring plan with them," said S&P Global Ratings credit analyst Christine Besset. Basic entered into a forbearance agreement through Sept. 28, 2016, with about 81% of the holders of the 2019 notes. The company's secured lenders have also agreed to provide temporary waivers of certain existing and future defaults under the company's term loan and asset-based facility related, in part, to the missed interest payment. S&P notes that the company had $86 million of cash as of the end of June 2016, and that it expects to continue to meet its obligations to suppliers, customers, and employees. BD WHITE: S&P Affirms 'B' CCR & Revises Outlook to Stable --------------------------------------------------------- S&P Global Ratings said it affirmed its 'B' corporate credit rating on Greenwich, Conn.-based BD White Birch Investment LLC. At the same time, S&P revised its rating outlook on the company to stable from negative. S&P also affirmed its 'B' issue-level rating on the company's senior secured debt. The recovery rating on the debt is '3', indicating our expectation for meaningful (50%-70%; higher end of the range). "The stable outlook reflects our view that shipping volumes and pricing in newsprint paper will remain stable over the next 12 months and should support current credit metrics," said S&P Global Ratings credit analyst Thomas O'Toole. "The secular decline that the newsprint industry is undergoing is a slow, long-term trend which, in our view is unlikely to impact the credit rating in the short term." S&P could lower the rating on BD White Birch if newsprint prices declined more quickly and further than S&P expects from current levels and debt to EBITDA rose above 8x and/or interest coverage fell below 1x. This could happen if global demand declines at a faster rate than industrywide capacity. S&P views an upgrade as unlikely in the near term given that it expects BD White Birch will remain leveraged above 5x, and given its ownership by a financial sponsor. However, S&P could potentially raise the rating on BD White Birch if the specialty paper segment grew to be a larger percentage of total revenue to the extent that the company was less exposed to traditional newsprint pricing and demand and if debt to EBITDA leverage was sustained below 5x. BEN CLARK JR: Plan Outline Okayed, Confirmation Hearing on Oct. 12 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Texas will consider approval of the Chapter 11 plan of reorganization of Ben Clark, Jr., at a hearing on October 12. The hearing will be held at 9:30 a.m., at the Plano Bankruptcy Courtroom, 660 N. Central Expressway, Third Floor, Plano, Texas. The court will also consider at the hearing the final approval of the Debtor's disclosure statement, which it conditionally approved on August 30. The order set a September 11 deadline for creditors to cast their votes and a September 7 deadline to file their objections. Under the proposed plan, the treatment of Class 4 general unsecured creditors will occur under payments of $1,000 per month for 60 months for a total of $60,000. The pay-outs to Class 4 creditors will be based on the respective pro rata right to the pool based on their allowed claim. A copy of the disclosure statement detailing the plan is available for free at https://is.gd/4UOX7S The Debtor is represented by: Kevin S. Wiley, Jr. The Wiley Law Group, PLLC 325 N. St. Paul Street, Suite 2750 Dallas, TX 75201 Tel. 469-619-5721 Fax 469-619-525 Email: kwiley@mahomesbolden.com Email: kevinwiley@lkswjr.com About Ben Clark, Jr. Ben Clark, Jr., a self-employed physician, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40202) on February 1, 2016. The case is assigned to Judge Brenda T. Rhoades. BEVERLY GRUARIN: Disclosure Statement Hearing on October 4 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania is set to hold a hearing on October 4, at 10:00 a.m., to consider approval of the disclosure statement explaining the Chapter 11 plan of Beverly Gruarin. The hearing will take place at Courtroom D, 54th Floor, U.S. Steel Tower, 600 Grant Street, Pittsburgh, Pennsylvania. Objections are due by September 27. The Debtor's amended disclosure statement dated Aug. 26, 2016, provides that Class 6 General Unsecured Claims are impaired and will be paid an estimated total of $3,678.44. This is an estimated 1% of unsecured claims. The Debtor will pay a lump sum payment of $3,678.44 on or before the five-year anniversary of the effective date of the Plan. Unless after notice and a hearing the court orders otherwise for cause, confirmation of the Plan does not discharge any debt under Class 12 provided for in the Plan until the Court grants a discharge on completion of all payments under the Plan. The Plan is to be implemented by the reorganized Debtor through future income of the Debtor derived by her podiatry business and additional income from working for a colleague who is seeking to scale back his work. The Debtor is also anticipating rental income from 730 Ohio River Boulevard property. The Aug. 26 Disclosure Statement is available at http://bankrupt.com/misc/pawb13-25009-221.pdf A later filed Amended Disclosure Statement provides, among other things, that General Unsecured Non-Tax Claims total $5,678.62, while General Unsecured Tax Claims total $361,941.78. The Amended Disclosure Statement is available at http://bankrupt.com/misc/pawb13-25009-223.pdf Beverly Gruarin is a sole practitioner podiatrist. She also owns and manages two residential rental properties. She filed for Chapter 11 bankruptcy (Bankr. W.D. Pa. Case No. 13-25009) on November 26, 2013, and is represented by Brian C. Thompson, Esq. The Hon. Jeffery A. Deller presides over the case. BILL BARRETT: To Post Updated Investor Presentation on Website -------------------------------------------------------------- Bill Barrett Corporation said in a regulatory filing that it will be posting on its Web site at http://www.billbarrettcorp.com/an updated investor presentation on Sept. 19, 2016. About Bill Barrett Bill Barrett Corporation is an independent energy company that develops, acquires and explores for oil and natural gas resources. All of the Company's assets and operations are located in the Rocky Mountain region of the United States. Bill Barrett reported a net loss of $488 million in 2015 following net income of $15.08 million in 2014. As of June 30, 2016, Bill Barret had $1.34 billion in total assets, $809 million in total liabilities, and $534 million in total stockholders' equity. * * * As reported by the TCR on June 10, 2016, Moody's Investors Service affirmed Bill Barrett Corporation's (Bill Barrett) Caa2 Corporate Family Rating (CFR) and revised the Probability of Default Rating (PDR) to 'Caa2-PD/LD' from 'Caa2-PD.' "Bill Barrett's debt for equity exchange achieved some reduction in its overall debt burden, but the company's cash flow and leverage metrics continue to remain challenged as its hedges roll off in 2017," commented Amol Joshi, Moody's Vice President. BILLINGSLEY PRECISION: Can Use Cash Collateral on Final Basis ------------------------------------------------------------- Judge Russel F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas authorized Billingsley Precision Machining, LLC dba West Precision Machine to use the cash collateral and proceeds, in which the Small Business Administration asserts a lien, on a final basis. Judge Nelms granted the SBA with replacement liens to the extent of any diminution in the value of its interest in the cash collateral, in accordance with its existing priority. A full-text copy of the Order, dated September 8, 2016, is available at https://is.gd/SZpADF About Billingsley Precision Machining, LLC dba West Precision Machine Billingsley Precision Machining dba West Preciscion Machine filed a chapter 11 petition (Bankr. N.D. Tex. Case No. 16-42788) on July 22, 2016. The petition was signed by David Billingsley, sole member. The Debtor is represented by Eric A. Liepins, Esq., at Eric A. Liepins, P.C. The case is assigned to Judge Russel F. Nelms. The Debtor disclosed total assets at $1.2 million and total liabilities at $847,102 at the time of the filing. BLUE LEOPARD: Can Use Cash Collateral on Interim Basis ------------------------------------------------------ Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the District of Nevada authorized Blue Leopard L.L.C. to use cash collateral on an interim and continuing basis. The Debtor was allowed to use the revenue generated from its properties located at: 1) 316 Lingering LN, Henderson, NV 89012 2) 3334 King Elder St, Las Vegas, NV 89117 3) 1729 Comstock Dr, Henderson, NV 89014 Judge Nakagawa authorized the Debtor to use cash collateral to maintain its properties, pay for maintenance expenses, Real Estate Taxes, property insurance premiums, HOA expenses, and/or utilities expenses incurred by the properties and for no other purpose. A full-text copy of the Order, entered on September 6, 2016, is available at https://is.gd/wCOEfQ About Blue Leopard Blue Leopard L.L.C. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 16-10686) on February 18, 2016. The petition was signed by J. Colby Wheeler, managing member. The case is assigned to Judge Mike K. Nakagawa. The Debtor is represented by Seth D. Ballstaedt, Esq., at The Ballstaedt Law Firm. The Debtor estimated assets of $500,000 to $1 million and debts of $1 million to $10 million. BORDER EXPRESS: Can Get $12K Financing From RREF CB SBL II-AL KKI ----------------------------------------------------------------- Judge Clifton R. Jessup, Jr. of the U.S. Bankruptcy Court for the Northern District of Alabama authorized Border Express, Inc. to obtain unsecured postpetition financing from RREF CB SBL II-AL KKI, LLC. The terms of the unsecured post-petition financing, among others, are: (a) Commitment: Amount not to exceed $12,696. (b) Interest Rate: Zero percent per annum. (c) Maturity Date: October 31, 2016 (d) Collateral: None. A full-text copy of the Order, dated Sept. 14, 2016, is available at https://is.gd/dnlgzi About Border Express Border Express, Inc., doing business as Frizzle's Restaurant, filed a chapter 11 petition (Bankr. N.D. Ala. Case No. 16-82288) on Aug. 11, 2016. The petition was signed by Jared Sharp, president. The Debtor is represented by Jarrod M. Maddox, Esq., at Jones Walker, LLP. The Debtor estimated assets and liabilities at $0 to $50,000 at the time of the filing. The Company is an Alabama corporation and owns and operates a restaurant in Huntsville, Alabama, doing business as "Frizzle's Restaurant." BRAD RAULERSON: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Brad Raulerson, Inc. Brad Raulerson, Inc. filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 16-02955) on August 2, 2016. The Debtor is represented by Jason A Burgess, Esq. BRAZOS PRESBYTERIAN: Fitch Assigns 'BB+' Rating on $79MM Bonds -------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to the approximately $79 million Harris County Cultural Education Facilities Finance Corporation first mortgage revenue bonds series 2016 issued on behalf of Brazos Presbyterian Homes (Brazos). In addition, Fitch has affirmed the 'BB+' rating on Brazos' series 2013A&B bonds, which are also issued through the Harris County Cultural Education Facilities Finance Corporation. The Rating Outlook is revised to Positive from Stable. The series 2016 bonds will be fixed rate and bond proceeds will be used to advance refund the series 2013B bonds. The par amount on the series 2016 bonds will be higher than the amount being refunded ($67.5 million) given the escrow sizing requirements. There will be a debt service reserve fund (DSRF). The bonds are expected to price the week of Oct. 10th. SECURITY The bonds are secured by a gross revenue pledge, mortgage pledge and DSRF. KEY RATING DRIVERS EXECUTION OF SIGNIFICANT EXPANSION PROJECT: The Outlook revision to Positive from Stable reflects Brazos' successful fill of its new independent living units (ILUs), which occurred over a short time period. The expansion project at Brazos Towers is essentially complete with the construction of a new tower (East Tower) that includes 84 additional ILUs, 25 assisted living units (ALUs), and eight memory support units. The new ILUs were available for occupancy gradually with the first move in in March 2016 and the new units are almost 100% occupied as of September 2016 (83 of 84). The new ALU and memory support as well as four additional ILUs (converted from existing ALU) should be available for occupancy in late third quarter 2016. The project cost is relatively in line with budget and has met the original timeline for reaching stabilized occupancy despite weather conditions that slowed construction. GROWTH IN LIQUIDITY: Brazos' liquidity has significantly improved since Fitch's last rating review in September 2015 due to receipt of initial entrance fees. During 2016, Brazos used its own cash to fund project costs and to pay down temporary debt, which was subsequently replenished with the receipt of initial entrance fees. Total initial entrance fees received through July 31, 2016, was $25 million and the initial entrance fee pool is projected to total $29.7 million. At July 31, 2016, days cash on hand and pro forma cash to debt of 1,041 and 67.6%, respectively compare favorably to the 'BBB' category medians of 400 and 60%, respectively. PAYDOWN OF TEMPORARY DEBT: Fitch views favorably the paydown of the temporary debt, which was a $25 million construction loan from BB&T. Brazos only used approximately $13 million of the loan, which was paid off by April 2016. In addition, Brazos is no longer exposed to the more stringent bank agreement terms. HIGH DEBT BURDEN: Brazos' debt burden is high and pro forma maximum annual debt service (MADS) accounted for 26.6% of total revenue through the seven months ended July 31, 2016. Debt service coverage is depressed as the additional revenue from the expansion project is not yet fully realized. MADS coverage was 1.3x through the seven months ended July 31, 2016, compared to 1.5x in 2015 and 1.2x in 2014. Coverage for 2017 is expected to be 1.7x. CONSISTENT OCCUPANCY: Demand is good as demonstrated by solid occupancy at both communities. Brazos Towers will need to backfill some existing ILUs as several residents for the East Tower had moved to the existing West Tower while waiting for construction completion. At July 31, 2016, overall ILU occupancy was 88% with 85% at Brazos Towers and 92% at Hallmark. There could be more existing ILUs at the West Tower that need to be backfilled once the additional ALUs and memory support units come on line (net additional 25 units). RATING SENSITIVITIES IMPROVED DEBT SERVICE COVERAGE: Fitch will monitor management's progress with the remaining elements of the project - fill of assisted living units and memory support - and subsequent backfill of existing independent living units. The successful execution of the remainder of the project in combination with the benefits of the expected additional revenue is likely to result in positive rating movement. CREDIT PROFILE Brazos is a Type B continuing care retirement community (CCRC) that owns two communities, Brazos Towers at Bayou Manor (Brazos Towers) and the Hallmark, located in Houston, TX. These communities have been operated by Brazos since 1963 and 1972, respectively. Brazos Towers currently has 173 ILUs (84 added since March 2016), eight ALUs, and 37 licensed skilled nursing (SNF) beds. By the end of late third quarter 2016, total available units at Brazos Towers will be 177 ILUs, 25 ALUs, eight memory support units, and 37 bed SNF. The Hallmark has 125 ILUs, 12 ALUs, 10 memory support units, and 32 bed SNF. Although the communities are only approximately six miles apart, the resident draw for each community is from different zip codes within the Houston area. Brazos had $21 million in total revenue in 2015 (Dec. 31 year end). THE PROJECT The expansion project at Brazos Towers has been in the planning stages since 2008, and the project is essentially complete. In addition to the additional units (84 ILUs, 25 ALUs, eight memory support units), the project also added new common spaces and amenities (fitness center, pool and an informal dining option), additional parking and the renovation of its healthcare center (completed in 2015). Eight of the existing ALUs will be converted to four ILUs. Management indicates high resident satisfaction with the project and a seamless transition architecturally between the existing (West Tower) and new (East Tower). The final project cost is still to be determined as change orders are being processed, but is expected to total $96 million compared to the budget of $94 million. Funding sources include 2013 bond proceeds, construction loan (paid down as of April 2016), initial entrance fees, and equity contribution. The new ILUs were available beginning March 2016 and as of Sept. 1, 2016, management stated 83 of the 84 new units are occupied. About 22-24 residents for the East Tower units moved to the community early while waiting for construction to be complete. With the move of these residents from the existing units to the East Tower the backfill of the existing units (West Tower) will be a focus. CONSISTENT ILU OCCUPANCY DESPITE INCREASED CAPACITY Fitch believes Brazos' service area has favorable characteristics with good demographics and a stable housing market. Spectrum has also been on board since 2009 and has provided marketing services especially related to the new project. At July 31, 2016, ILU occupancy at Brazos Towers was 85%. Overall ILU occupancy was 88% for both communities combined. Brazos Towers' SNF occupancy has recently improved as the SNF was undergoing renovations and became fully available in September 2015. SNF occupancy was 81.9% through the seven months ended July 31, 2016, compared to 67.4% in 2015. The percentage of Medicare residents also increased due to its relationship with local hospitals. The Brazos Towers SNF is rated five stars by CMS. The Hallmark's SNF is 100% private pay but management is considering applying for Medicare certification. GOOD FINANCIAL PROFILE Many of Brazos' financial metrics compare favorably to investment grade medians, especially with the growth in the balance sheet since Fitch's last rating review. However, given the high debt burden, debt service coverage will need to be more in line with 'BBB' category medians before upward rating movement. Profitability has weakened due to increased depreciation and interest expense but net operating margin is still very favorable at 29% through the seven months ended July 31, 2016, compared to 33.4% in 2015 and the 'BBB' category median of 19.3%. Debt service coverage based on existing MADS (excluding debt for expansion project) is very good and the covenant calculation was 3.9x through the seven months ended July 31, 2016, compared to 4.6x in 2015 and 3.7x in 2014. Debt service coverage based on pro forma MADS ($6.6 million) will be tested as of 2017 with the stabilization of the project. Debt service coverage on pro forma MADS was 1.3x through the seven months ended July 31, 2016, compared to 1.5x in 2015. Debt service coverage is projected to be 1.7x in 2017. Brazos' liquidity position has always been strong for the rating level, but further improved since Fitch's last rating review. Unrestricted cash and investments totaled $70.4 million at July 31, 2016, which increased from $56.8 million at fiscal year-end 2015. Brazos has received approximately $25 million in initial entrance fee receipts through July 2016. Days cash on hand and pro forma cash to debt compare favorably to the 'BBB' category medians. Final spending on the project is expected to be about $3.5 million, which will be funded from the initial entrance fees. Ongoing capital expenditures are projected to total about $4 million a year. HIGH DEBT BURDEN Total debt outstanding is $92 million and is 100% fixed rate and includes the 2013A and B bonds as well as note payable. Pro forma debt outstanding will increase despite the refinancing of the outstanding 2013B bonds since the refunding par amount will need to be higher than the outstanding debt to fund the escrow for the advance refunding. Total pro forma debt after the series 2016 issuance is approximately $104 million. Fitch views favorably the repayment of the construction loan, which was well in advance of the mandatory tender date of Dec. 1, 2018. In addition, the full amount was never utilized. LEGAL PROVISIONS AND DISCLOSURE Under the MTI, Brazos is required to maintain MADS coverage of 1.2x, 180 days cash on hand and various marketing and occupancy targets. There are no events of default related to the liquidity, marketing or occupancy covenants. Events of default include MADS coverage below 1.2x for two consecutive years and below 180 days cash on hand or MADS coverage below 1x. Brazos covenants to provide annual audits within 150 days of fiscal year end and quarterly disclosure for all four quarters within 45 days of quarter end. BUFFETS LLC: Have Until Sept. 30 to File Chapter 11 Plan -------------------------------------------------------- Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas extended Buffets, LLC, et. al.'s exclusive periods to file a chapter 11 plan and solicit acceptances to the plan through September 30, 2016 and November 28, 2016, respectively. The Debtors previously sought the extension of their exclusive periods to file a chapter 11 plan and solicit acceptances to the plan, which were set to expire on September 5, 2016 and November 2, 2016. The Debtors contended that the varied nature of the interests in their cases, the number of operating restaurants, and the complexities of the Chapter 11 cases compelled them to request the extension of their exclusive periods. About Buffets LLC. Buffets LLC, et al., are one of the largest operators of buffet-style restaurants in the U.S. The buffet restaurants, located in 25 states, principally operate under the names Old Country Buffet(R), Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R). These locations primarily offer self-service buffets with entrees, sides, and desserts for an all-inclusive price. In addition, Buffets owns and operates an 10-unit full service, casual dining chain under the name Tahoe Joe's Famous Steakhouse(R). Buffets Holdings, Inc., filed for Chapter 11 relief in January 2008 and won confirmation of a reorganization plan in April 2009. In January 2012, Buffets again sought Chapter 11 protection and emerged from bankruptcy in July 2012. In Aug. 19, 2015, Alamo Ovation, LLC acquired Buffets Restaurants Holdings, Inc., and as a result of the merger, Buffets operated over 300 restaurants in 35 states. Down to 150 restaurants in 25 states after closing unprofitable locations, Buffets LLC and its affiliated entities sought Chapter 11 protection (Bankr. W.D. Tex. Case No. Lead Case No. 16-50557) in San Antonio, Texas, on March 7, 2016. The cases are assigned to Judge Ronald B. King. The Debtors have tapped John E. Mitchell, Esq., David W. Parham, Esq., Andrea Hartley, Esq., Esther A. McKean, Esq., and Amy M. Leitch, Esq., at Akerman, LLP as counsel, Bridgepoint Consulting, LLC as financial advisor and Donlin, Recano & Company as claims and noticing agent. BUILDERS FIRSTSOURCE: Modifies Dutch Auction Tender Offer --------------------------------------------------------- Builders FirstSource, Inc. announced the commencement of a cash tender offer to purchase up to $50,000,000 aggregate principal amount of its 10.75% Senior Notes due 2023 (CUSIP Nos. 12008R AH0 (144A) and U08985 AD2 (Reg S)) at a purchase price per $1,000 principal amount determined in accordance with a modified Dutch auction procedure on the terms and subject to the conditions set forth in the Offer to Purchase dated Sept. 14, 2016, and the related Letter of Instruction. Acceptable bid prices fall within a purchase price range between $1,135 to $1,175, in each case inclusive, per $1,000 principal amount of Notes validly tendered. The Company will determine a purchase price for Notes tendered within the purchase price range that will allow the Issuer to purchase $50,000,000 in aggregate principal amount of Notes (or such lesser amount of Notes as are validly tendered) within the purchase price range. In the event that the aggregate principal amount of Notes validly tendered at or below the Clearing Price exceeds $50,000,000, then, in accordance with the terms and subject to the conditions of the Tender Offer, the Company will prorate Notes validly tendered at the Clearing Price. The Company will pay accrued and unpaid interest on the Notes from Sept. 1, 2016, the last interest payment date for the Notes, to but excluding the date on which the Notes are purchased. The Company expects to fund the purchase of the Notes pursuant to the Tender Offer, including such accrued and unpaid interest and any related fees and expenses, with borrowings under its existing ABL credit facility and cash on hand. The Tender Offer is scheduled to expire at 11:59 P.M., New York City time, on Oct. 12, 2016, unless such time and date is extended or earlier terminated by the Company (such date and time, the "Expiration Time"). The Tender Offer is conditioned upon the satisfaction or waiver of certain conditions as described in the Offer to Purchase. Subject to applicable law, the Company may terminate the Tender Offer at any time prior to the applicable Expiration Time in its sole discretion. D.F. King & Co., Inc. is acting as the Information Agent and the Tender Agent for the Tender Offer. Questions and requests for documentation relating to the Tender Offer should be directed to D.F. King & Co., Inc. at (888) 887-1266 (toll free) or (212) 269-5550 (banks and brokers only) or by email at BLDR@dfking.com. About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource -- http://www.bldr.com/-- is a supplier and manufacturer of structural and related building products for residential new construction. The Company operates 56 distribution centers and 56 manufacturing facilities in nine states, principally in the southern and eastern United States. Manufacturing facilities include plants that manufacture roof and floor trusses, wall panels, stairs, aluminum and vinyl windows, custom millwork and pre-hung doors. Builders FirstSource also distributes windows, interior and exterior doors, dimensional lumber and lumber sheet goods, millwork and other building products. Builders Firstsource reported a net loss of $22.8 million on $3.56 billion of sales for the year ended Dec. 31, 2015, compared to net income of $18.2 million on $1.60 billion of sales for the year ended Dec. 31, 2014. * * * As reported by the TCR on July 15, 2015, Standard & Poor's Ratings Services said it raised its corporate credit rating on Builders FirstSource Inc. to 'B+' from 'B'. "The stable outlook reflects our view that Builders FirstSource will continue to increase sales and EBITDA as U.S. residential construction continues to recover from an historic downturn and the company realizes significant synergies from the merger. As a result, we expect some improvement in the company's leverage measures over the next 12 to 24 months while it maintains adequate liquidity," said Standard & Poor's credit analyst Pablo Garces. In the May 13, 2014, edition of the TCR, Moody's Investors Service upgraded Builders FirstSource's Corporate Family Rating to 'B3' from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's operating performance will continue to benefit from improved housing construction, repair and remodeling. C SWANK ENTERPRISES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: C Swank Enterprises, LLC 1244 Ridge Road Apollo, PA 15613 Case No.: 16-23451 Chapter 11 Petition Date: September 15, 2016 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Judge: Hon. Carlota M. Bohm Debtor's Counsel: Donald R. Calaiaro, Esq. CALAIARO VALENCIK 428 Forbes Ave., Suite 900 Pittsburgh, PA 15219 Tel: 412-232-0930 Fax: 412-232-3858 E-mail: dcalaiaro@c-vlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Carol A. Swank, managing member. The Debtor has no unsecured creditor. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/pawb16-23451_petition.pdf C-LEVELED LLC: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of C-Leveled, LLC. C-Leveled, LLC, based in Pittsburgh, Pa., filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 16-22748) on July 26, 2016. Hon. Gregory L. Taddonio presides over the case. Donald R. Calaiaro, Esq. of Calaiaro Valencik as bankruptcy counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Denise DeSimone, chairman. CAFE SERENDIPITY: Mark Noffke Quits as CEO, CFO and Director ------------------------------------------------------------ Mark Noffke resigned as chief executive officer, chief financial officer and director of Cafe Serendipity Holdings, Inc., effective Sept. 9, 2016. The resignations did not result from any disagreements with the Company on any matters relating to the Company's operations, policies or practices, according to a regulatory filing with the Securities and Exchange Commission. About Cafe Serendipity Holdings Based in Henderson, Nevada, Force Fuels Inc., now known as Cafe Serendipity Holdings, Inc., owns and operates Cafe Serendipity Inc., a builder of upscale branded turnkey retail stores, financial solutions, technology and science to the recreational and medical marijuana industry. The company plans to market a unique branded product line of accessories, apparel, coffee and teas, bakery and other edibles, lotions, marijuana and oils through a coast to coast franchise and dealer network to the recreational and the approximately 6,000 existing legal medical marijuana dispensaries in the USA. Force Fuels' balance sheet at Oct. 31, 2011, showed $1.06 million in total assets, $1.42 million in total liabilities, and a stockholders' deficit of $358,092. As reported in the TCR on Dec. 6, 2011, Sadler, Gibb & Associates, LLC, in Salt Lake City, Utah, expressed substantial doubt about Force Fuels' ability to continue as a going concern, following the Company's results for the fiscal year ended July 31, 2011. The independent auditors noted that the Company had accumulated losses of $3.8 million as of July 31, 2011. The Company had notified the SEC regarding the late filing of its quarterly report on Form 10-Q for the period ended Jan. 31, 2012, citing limited accounting staff and incomplete financial statements. The Company has not filed any financial report since the filing of its quarterly report for the period ended Oct. 31, 2011. CALMARE THERAPEUTICS: Insufficient Cash Raises Going Concern Doubt ------------------------------------------------------------------ Calmare Therapeutics Incorporated filed its quarterly report on Form 10-Q, disclosing a net loss of $1.11 million on $195,000 of product sales for the three months ended June 30, 2016, compared to a net loss of $778,760 on $200,000 of product sales for the same period in 2015. For the six months ended June 30, 2016, the Company reported a net loss of $1.99 million on $251,000 of product sales compared to a net loss of $1.78 million on $207,950 of product sales for the six months ended June 30, 2015. As of June 30, 2016, Calmare had $4.12 million in total assets, $16.1 million in total liabilities, all current and a total shareholders' deficit of $12.01 million. The Company has incurred operating losses since fiscal 2006 and has a working capital deficiency at June 30, 2016. During the three months ended June 30, 2016 and 2015, the Company had a significant concentration of revenues from sales of its Calmare Devices. The Company continue to seek revenue from new and existing technologies or products to mitigate the concentration of revenues, and replace revenues from expiring licenses on other technologies. Although the Company have taken steps to significantly reduce operating expenses going forward, even at these reduced spending levels, should the anticipated increase in revenue from sales of Calmare Devices and other technologies not occur, the Company may not have sufficient cash flow to fund operations through 2016 and into 2017. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent upon its developing recurring revenue streams sufficient to cover operating costs. The Company does not have any significant individual cash or capital requirements in the budget going forward. If necessary, the Company will meet anticipated operating cash requirements by further reducing costs, issuing debt and/or equity, and/or pursuing sales of certain assets and technologies while the Company pursue licensing and distribution opportunities for its remaining portfolio of technologies. There can be no assurance that the Company will be successful in such efforts. To return to and sustain profitability, the Company must increase its revenue through sales of its Calmare Devices and other products and services related to the Devices. The Company's recent contract with the U.S. Government over five years will significantly improve its revenue streams. Failure to develop a recurring revenue stream sufficient to cover operating expenses would negatively affect the Company's financial position. A copy of the Form 10-Q is available at: https://is.gd/AjMvNy About Calmare Therapeutics Calmare Therapeutics Incorporated, formerly known as Competitive Technologies, Inc., provides distribution, patent and technology transfer, sales and licensing services focused on the needs of its customers and matching those requirements with commercially viable product or technology solutions. Sales of the Company's Calmare(R) pain therapy medical device continue to be the major source of revenue for the Company. Calmare reported a net loss of $3.67 million on $891,000 of product sales for the year ended Dec. 31, 2015, compared to a net loss of $3.41 million on $1.04 million of product sales for the year ended Dec. 31, 2014. Mayer Hoffman McCann CPAs, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred operating losses since fiscal year 2006 and has a working capital and shareholders' deficiency at Dec. 31, 2015. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CANCER GENETICS: J. El Naggar to Quit as VP Research & Development ------------------------------------------------------------------ Jane Houldsworth El Naggar, vice president of Research and Development of Cancer Genetics, Inc., notified the Company of her intention to resign from her position with the Company in approximately a month's time to pursue an academic position in cancer research. It is expected that she will continue to collaborate on certain pending projects. The Company believes it will be able to readily continue its current research and development activities with its current staff and has no immediate plans to fill Dr. Houldsworth's position. About Cancer Genetics Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage diagnostics company focused on developing and commercializing proprietary genomic tests and services to improve and personalize the diagnosis, prognosis and response to treatment (theranosis) of cancer. Cancer Genetics reported a net loss of $20.2 million on $18.0 million of revenue for the year ended Dec. 31, 2015, compared to a net loss of $16.6 million on $10.2 million of revenue for the year ended Dec. 31, 2014. As of June 30, 2016, Cancer Genetics had $44.2 million in total assets, $15.1 million in total liabilities and $29.2 million in total stockholders' equity. Total cash at the end of the quarter was $10.6 million. CASTLE PINES: Wants to Use Ameris Bank Cash Collateral ------------------------------------------------------ Castle Pines Group, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia for authorization to use cash collateral. The Debtor's primary asset is a building on approximately 18 acres of land located at 256 Paper Lane, Clarkesville, Habersham County, Georgia. The Debtor leases the Building to North Georgia Converting, Inc. at a monthly rental rate of $9,500. The Debtor's primary creditor, Ameris Bank, asserts a secured interest in the Building and also in accounts receivable, instruments, general intangibles, contracts, and rental income. Ameris Bank asserts a total indebtedness due of approximately $1,521,418. The Debtor relates that it is not aware of any other creditor holding a secured interest in assets which may be considered cash collateral. The Debtor further relates that American Microloans may claim a secured interest in some of the Debtor's assets, although the Debtor's representatives have not identified a UCC-1 financing statement or other documentation showing a perfected security interest in assets which is considered cash collateral. The Debtor adds that American Mircoloans is owed approximately $102,904. The Debtor tells the Court that it needs to use rental income and cash collateral to meet its ordinary expenses and to make adequate protection payments to Ameris Bank in the amount of $9,000. The Debtor's proposed Monthly Operating Budget provides for total expenses in the amount of $9,117. The Debtor proposes to grant Ameris Bank with replacement or continuing liens on the Debtor's assets of the same type and nature as the Ameris Bank's prepetition claim. A full-text copy of the Motion, dated Sept. 14, 2016, is available at https://is.gd/ZyO1oL Ameris Bank can be reached at: AMERIS BANKRUPTCY GGL Department 1201 W. Peachtree Street, NW Suite 3150 Atlanta, GA 30309 Ameris Bank is represented by: Mitchell Rosen, Esq. KITCHENS, KELLEY, GAYNES, PC 5555 Glenridge Connector, Suite 800 Atlanta, GA 30342 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 Aug. 1, 2016. The petition was signed by Vernon Mintz, managing member. The Debtor is represented by Bradley J. Patten, Esq., at Smith, Gilliam, Williams and Miles, P.A. The Debtor disclosed $1.7 million in total assets and $1.65 million in total liabilities. CATINA KEARES: Selling Exton Property to Intermedia for $750K ------------------------------------------------------------- Catina S. Keares asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to authorize the private sale of the real property located at 603 and 605 (units 10 and 11) Jeffers Circle, Exton, Pennsylvania to Intermedia Group, Inc., for $750,000, plus an additional amount not to exceed $1,500 to pay any municipal bills and/or fines issued with respect to the property and minus the closing costs resulting from the sale of the property. A copy of Agreement for the Sale of Commercial Real Estate attached to the Motion is available for free at: http://bankrupt.com/misc/Catina_Keares_74_Sales.pdf The Agreement contemplates the sale of the property to the Buyer for the purchase price. The Buyer is unrelated to the Debtor or any of her affiliates, officers, or agents. Closing on the sale is scheduled on Oct. 14, 2016. The Property is currently encumbered by a mortgage with First Niagara Bank in the approximate amount of $250,000. The Debtor is currently negotiating with U.S. Bank National Association to resolve its pending motion to dismiss the bankruptcy case or alternatively motion for relief from the stay. The Debtor expects to net significant proceeds from the sale of the property, therefore it expects that a large portion of those proceeds will paid to U.S. Bank conditioned upon an agreement with U.S. Bank to resolve its motion. The property may also subject to a number of judgments or liens from individuals and/or entities with judgments the Debtor that are recorded in Chester County. The Debtor submits that the decision to sell the property is based upon sound business judgment and should be approved. The Debtor has worked diligently to explore alternatives to the proposed sale and seek alternative buyers. However, the state of the property and the Debtor's financial situation resulted in the Debtor's determination that the sale of the property is a necessary step towards a successful and meaningful distribution to the Debtor's creditors. The Debtor thus believes that the sale of the property will provide the best result for her estate and creditors. The Debtor believes that it is unlikely that another offer will be higher than the purchase price proposed by the Buyer. The Debtor marketed the property and had contact with other potential purchasers, but no other offers were received on the property. In addition, the Buyer is a current tenant at the property who is familiar with the property. The Debtor believes a sale of the property pursuant through a private sale will maximize the sale proceeds received by the estate. The Debtor respectfully requests that the 14 day stay provision of FRBP 6004(h) be waived due to the urgency of the matter. As a term of the Agreement, the sale will need to close on Oct. 14, 2016. The Purchaser can be reached at: INTERMEDIA GROUP, INC. 605 Jeffers Circle Exton, PA 19341 Counsel to the Debtor: Thomas D. Bielli, Esq. David M. Klauder, Esq. Cory P. Stephenson, Esq. BIELLI & KLAUDER, LLC 1500 Walnut Street, Suite 900 Philadelphia, PA 19102 Telephone: (215) 642-8271 Facsimile: (215) 754-4177 E-mail: tbielli@bk-legal.com dklauder@bk-legal.com cstephenson@bk-legal.com Catina S. Keares sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 16-12831) on April 21, 2016. The Debtor tapped David M. Klauder, Esq. at the Bielli & Klauder, LLC as counsel. CHARLOTTE SALWASSER: Will Distribute $200K-$500K to Unsecureds -------------------------------------------------------------- Charlotte Saiwasser and the Court Appointed Chief Restructuring Officer James E. Salven submit a Disclosure statement in conjunction with the Debtor's First Modified Chapter 11 Plan of Reorganization dated June 10, 2016, which is set for confirmation on Oct. 4, 2016. The Plan Proponents estimate that retained monies after payment of the obligations arising from the global settlement, together with the receipt of tax refunds, will be between $1.25 million and $1.5 million and will be utilized to pay remaining administrative claims consisting of professional fees and priority tax claims, with an estimated sum of approximately $250,000 to $500,000 to be distributed to general unsecured creditors pursuant to the Plan. The Debtor and George Salwasser, who parties to a divorce which is pending in San Luis Obispo County Superior Court, anticipated a distribution of $125,000 to each of them will resolve community property issues in the case. The Debtor estimates Central Valley Community Bank's general unsecured claim to be $4.7 million, plus the assigned Grower claims from the global settlement, and the remaining general unsecured claims is estimated at $4.1 million. These claims will share pro-rata in the anticipated disbursement pursuant to the Plan. The Proponents submit that there is no further need for the liquidation of assets as that process has completed during this Chapter 11 case. A full-text copy of the Disclosure Statement dated September 8, 2016 is available at http://tinyurl.com/hy85wgs About Charlotte Ellen Salwasser Charlotte Ellen Salwasser sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 15-10705) on February 26, 2015. CHRISTOPHER HAMILTON: Unsecured Creditors to Get 1.12% of Claims ---------------------------------------------------------------- General unsecured creditors will get about 1.12% of their claims under the latest plan of reorganization of Christopher John Hamilton and Elizabeth Leigh Tesolin. Under the latest plan, Class 2B general unsecured creditors will only get 1.12% of their claims. If Summa's $2.978 million claim is disallowed, however, creditors will recover 2.49% of their claims. Class 2B general unsecured creditors will receive, at a minimum, a pro-rata share of a fund totaling $60,720, created by the Debtors' payment of $3,036 per quarter for a period of 60 months. Meanwhile, each Class 2A General unsecured creditor, whose claim is $500 or less, will receive on the effective date of the plan a single payment equal to the lesser of its allowed claim or $500, according to the disclosure statement detailing the plan. A copy of the disclosure statement is available for free at https://is.gd/NnSzYO The Debtors are represented by: Paul J. Leeds, Esq. Maggie E. Schroedter, Esq. Higgs Fletcher & Mack LLP 401 West A Street, Suite 2600 San Diego, CA 92101-7913 Tel: 619.236.1551 Fax: 619.696.1410 Email: leedsp@higgslaw.com Email: schroedterm@higgslaw.com Christopher John Hamilton and Elizabeth Leigh Tesolin filed for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No. 14-03142) on April 24, 2014. CLAIRE'S STORES: Elects to Delay $77-Mil. Interest Payments ----------------------------------------------------------- Claire's Stores, Inc., announced its election to delay making interest payments on certain outstanding debt. The Company also provided an update on its note exchange offer and Europe credit facility refinancing. The Company elected to delay interest payments due Sept. 15, 2016, on its outstanding 6.125% Senior Secured First Lien Notes due 2019, 9.00% Senior Secured First Lien Notes due 2019 and 8.875% Senior Secured Second Lien Notes due 2019 pending completion of the Exchange Offer and the Europe Credit Facility Refinancing. Non-payment of this interest would become an event of default under the indentures governing the Secured Notes only if the payment is not made within 30 days. The total amount of interest due Sept. 15, 2016, is approximately $77 million. This includes approximately $10 million of interest accrued on Second Lien Notes that have been tendered in the Exchange Offer, and which will be cancelled upon completion of the Exchange Offer. The Company is continuing to pay employees, suppliers and trade creditors and to fund current operations on an ongoing basis. The Company has approximately $2,533.0 million of outstanding indebtedness, including $210.0 million aggregate principal amount of 6.125% Notes, $1,125.0 million aggregate principal amount of 9.00% Notes and $450.0 million aggregate principal amount of Second Lien Notes. Under the indentures governing each series of Secured Notes, the Company has a 30-day grace period after the interest payment date before an event of default would occur on Oct. 15, 2016. The occurrence of an event of default under the indentures would give the trustee or the holders of at least 30% of principal amount of each series of Secured Notes the option to declare all of the Secured Notes of such series due and payable immediately upon such event of default. Additionally, failure to make the interest payments on the Secured Notes when due at the end of such grace period would constitute an event of default under certain of the Company's other outstanding indebtedness. Exchange Offer As previously announced, on Aug. 12, 2016, the Company commenced a private offer to exchange, upon the terms and conditions set forth in a confidential offer to exchange statement dated Aug. 12, 2016, and a related letter of transmittal, any and all $450.0 million aggregate principal amount of Second Lien Notes, $320.0 million aggregate principal amount of its 7.750% Senior Notes due 2020, and approximately $26.5 million aggregate principal amount of its 10.500% Senior Subordinated Notes due 2017 not held by Claires Inc., the Company's parent held by eligible holders, for up to $40.0 million of new Senior Secured Term Loans maturing 2021 of the Company, up to $130.0 million of new Senior Secured Term Loans maturing 2021 of CLSIP LLC, which is a newly formed unrestricted subsidiary of the Company and up to $60.0 million of new Senior Term Loans maturing 2021 of Claire's (Gibraltar) Holdings Limited, the holding company of the Company's European operations. To the extent the Exchange Offer is not fully subscribed, certain funds managed by affiliates of Apollo Global Management, LLC and Claire's Inc., have agreed to effect a similar exchange of up to approximately $183.6 million aggregate principal amount of Claire's Stores' 10.500% PIK Senior Subordinated Notes due 2017 held by the Apollo Funds and up to approximately $58.7 million aggregate principal amount of Subordinated Notes held by Claire's Inc., which exchange will count towards satisfaction of the Exchange Offer's $400 million Minimum Tender Condition. On Aug. 29, 2016, the Company announced amended terms of the Exchange Offer as set forth in a confidential amended and restated offer to exchange statement dated Aug. 29, 2016, and a related letter of transmittal. The Company also announced that holders of approximately $300 million aggregate principal amount of Notes had committed to participate in the Exchange Offer. The Exchange Offer is currently scheduled to expire at one minute after 11:59 p.m. New York City time on Sept. 15, 2016 (unless extended by the Company). Subject to the satisfaction or waiver of the conditions precedent, the closing of the transactions contemplated by the Exchange Offer is expected to occur promptly after the expiration. As of Sept. 15, 2016, approximately $333.0 million aggregate principal amount of Notes had been tendered, including approximately $228.9 million aggregate principal amount of Second Lien Notes, approximately $103.3 million aggregate principal amount of Unsecured Notes and approximately $0.8 million aggregate principal amount of Subordinated Notes. Based on such tenders and the Affiliated Holder Exchange, approximately $575 million of the Company’s outstanding debt will be exchanged for approximately $179 million of new Term Loans. The Company estimates annual cash interest savings of approximately $24 million as a result of the consummation of the Exchange Offer. Europe Credit Facility Refinancing Claire's Gibraltar and certain subsidiaries are party to an unsecured multi-currency revolving credit facility in the amount of $50.0 million that matures Aug. 20, 2017. Consent of the lender under the Europe Credit Facility is required for the consummation of the Exchange Offer, and in addition, consent of the lender is required to allow Claire's Gibraltar to distribute cash to the Company in an amount required to enable the Company to fund its near term debt service and other obligations, including the interest payment on the Secured Notes due Sept. 15, 2016. As of Sept. 15, 2016, the lender has declined to provide those consents. The Exchange Offer is conditioned on (i) the lender agreeing to an amendment satisfactory to Claire's Gibraltar providing the foregoing consents, or (ii) the refinancing of the Europe Credit Facility with new debt arrangements satisfactory to the Company and Claire's Gibraltar that allow the Exchange Offer and distributions of cash from Claire's Gibraltar in amounts sufficient for Claire's Stores to fund its near term debt service and other obligations. This condition to the Exchange Offer cannot be waived by the Company. The Company continues discussions with the lender with respect to a refinancing of the Europe Credit Facility that will include the required consents, and has also has entered into discussions with several potential lenders in an effort to refinance the Europe Credit Facility. In connection with these discussions, the Company has made available certain financial information regarding Claire's Gibraltar to enable potential lenders to evaluate their ability to lend to Claire's Gibraltar. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. As of April 30, 2016, Claire's Stores had $2.27 billion in total assets, $2.87 billion in total liabilities and a stockholders' deficit of $606 million. * * * The TCR reported on April 11, 2016, that Moody's Investors Service downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and Probability of Default Rating to Caa3 and Caa3-PD, respectively. "[The] downgrades reflect our view that there is an acute likelihood of a debt restructuring ahead of the June 2017 maturity of Claire's subordinated notes due to continuing erosion of liquidity and weak operating performance," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on Aug. 22, 2016, S&P Global Ratings lowered its corporate credit rating on Florida-based Claire's Stores Inc. to 'CC' from 'CCC-' and placed it on CreditWatch with negative implications. CLAIRE'S STORES: Needs More Time to File Quarterly Report --------------------------------------------------------- Claire's Stores, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its quarterly report on Form 10-Q for the period ended July 30, 2016. As previously disclosed, on Aug. 12, 2016, Claire's Stores and certain of its affiliates commenced an offer to exchange several series of its outstanding notes for new term loans of the Company and certain of its subsidiaries. The Exchange Offer has not yet been completed. In light of the expected impact of the Exchange Offer on the Company's liquidity and capital resources, as well as other aspects of its business and operations, the Company was unable to finalize certain sections to be included in the quarterly report on Form 10-Q for the fiscal period ended July 30, 2016, including the Management's Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors, within the prescribed time period without unreasonable effort or expense. The Company expects to file a quarterly report on Form 10-Q containing the required financial statements as soon as practicable within the extension period. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. As of April 30, 2016, Claire's Stores had $2.27 billion in total assets, $2.87 billion in total liabilities and a stockholders' deficit of $606 million. * * * The TCR reported on April 11, 2016, that Moody's Investors Service downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and Probability of Default Rating to Caa3 and Caa3-PD, respectively. "[The] downgrades reflect our view that there is an acute likelihood of a debt restructuring ahead of the June 2017 maturity of Claire's subordinated notes due to continuing erosion of liquidity and weak operating performance," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on Aug. 22, 2016, S&P Global Ratings lowered its corporate credit rating on Florida-based Claire's Stores Inc. to 'CC' from 'CCC-' and placed it on CreditWatch with negative implications. CLAIRE'S STORES: Reports Fiscal 2016 2nd Quarter Results -------------------------------------------------------- Claire's Stores, Inc. reported a net loss of $32.07 million on $317 million of net sales for the three months ended July 30, 2016, compared to a net loss of $18.9 million on $348 million of net sales for the three months ended Aug. 1, 2015. The Company said the decrease in net sales was attributable to a decrease in same store sales, the effect of store closures, an unfavorable foreign currency translation effect of our non-U.S. net sales and decreased shipments to franchisees, partially offset by an increase in new concession store sales and new store sales. Net sales would have decreased 7.3% excluding the impact of foreign currency exchange rate changes. For the six months ended July 30, 2016, the Company reported a net loss of $70.8 million on $617 million of net sales compared to a net loss of $54.3 million on $668 million of net sales for the six months ended Aug. 1, 2015. As of July 30, 2016, Claire's Stores had $2.25 billion in total assets, $2.90 billion in total liabilities and a stockholders' deficit of $647 million. North America net sales were $194.8 million for the fiscal 2016 second quarter, a decrease of $15.8 million, or 7.5% compared to the fiscal 2015 second quarter. The decrease was attributable to the effect of store closures, a decrease in same store sales, decreased shipments to franchisees and an unfavorable foreign currency translation effect of the Company's non-U.S. net sales, partially offset by an increase in new concession store sales and new store sales. Sales would have decreased 7.2% excluding the impact from foreign currency exchange rate changes. Europe net sales were $122.4 million for the fiscal 2016 second quarter, a decrease of $14.6 million, or 10.7% compared to the fiscal 2015 second quarter. The decrease was attributable to a decrease in same stores sales, an unfavorable foreign currency translation effect of the Company's non-U.S. net sales and, the effect of store closures, partially offset by an increase in new concession store sales and new store sales. Sales would have decreased 7.4% excluding the impact from foreign currency exchange rate changes. Consolidated same store sales decreased 5.7%, with North America same store sales decreasing 4.4% and Europe same store sales decreasing 7.8%. The Company computes same store sales on a local currency basis, which eliminates any impact from changes in foreign currency exchange rates. From the end of the second fiscal quarter through Sept. 14, 2016, quarter-to-date same store sales percentages for consolidated, North America, and Europe were all approximately flat. Consolidated gross profit percentage decreased 230 basis points to 46.2% during the fiscal 2016 second quarter versus 48.5% for the prior year quarter. This decrease in gross profit percentage consisted of a 160 basis point decrease in merchandise margin and an 80 basis point increase in occupancy costs, partially offset by a 10 basis point decrease in buying and buying-related costs. The decrease in merchandise margin percentage resulted primarily from higher markdowns and sales mix. The increase in occupancy costs, as a percentage of net sales, resulted primarily from the deleveraging effect of a decrease in same store sales. North America gross profit percentage decreased 240 basis points to 46.1% during the fiscal 2016 second quarter versus 48.5% for the prior year quarter. The decrease in gross profit percentage consisted of a decrease in merchandise margin of 130 basis points, a 90 basis point increase in occupancy costs and a 20 basis point increase in buying and buying-related costs. The decrease in merchandise margin resulted primarily from higher markdowns and increased shrink. The increase in occupancy costs, as a percentage of sales, resulted primarily from the deleveraging effect from a decrease in same store sales. Europe gross profit percentage decreased 220 basis points to 46.3% during the fiscal 2016 second quarter versus 48.5% for the prior year quarter. The decrease in gross profit percentage consisted of a 200 basis point decrease in merchandise margin and a 70 basis point increase in occupancy costs, partially offset by a 50 basis point decrease in buying and buying-related costs. The decrease in merchandise margin resulted primarily from sales mix and unfavorable foreign exchange rates. The increase in occupancy costs, as a percentage of sales, resulted primarily from the deleveraging effect from a decrease in same store sales. Selling, general and administrative expenses decreased $4.0 million, or 3.4%, compared to the fiscal 2015 second quarter. As a percentage of net sales, selling, general and administrative expenses increased 190 basis points. Selling, general, and administrative expenses would have decreased $2.2 million excluding a favorable $1.8 million foreign currency translation effect. Besides the foreign currency translation effect, the remainder of the decrease was primarily due to lower compensation and related expenses, partially offset by increased concession store commission expense. Adjusted EBITDA in the fiscal 2016 second quarter was $37.3 million compared to $59.9 million last year. Adjusted EBITDA would have been $39.1 million excluding both foreign currency translation effect and the unfavorable foreign exchange effect on merchandise margin in the second quarter of 2016. The Company defines Adjusted EBITDA as earnings before income taxes, net interest expense, depreciation and amortization, loss (gain) on early debt extinguishments, and asset impairments. Adjusted EBITDA excludes management fees, severance, the impact of transaction-related costs and certain other items. As of July 30, 2016, cash and cash equivalents were $75.3 million. The Company was fully drawn on its credit facilities as of July 30, 2016. The fiscal 2016 second quarter cash balance increase of $26.4 million consisted of positive impacts of $37.3 million of Adjusted EBITDA, $13.7 million from seasonal working capital sources and $3.8 million from net borrowings under the credit facilities, offset by reductions for $19.4 million of cash interest payments, $4.3 million of capital expenditures and $4.7 million for tax payments and other items. A full-text copy of the press release is available for free at: https://is.gd/UBrPSN About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. * * * The TCR reported on April 11, 2016, that Moody's Investors Service downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and Probability of Default Rating to Caa3 and Caa3-PD, respectively. "[The] downgrades reflect our view that there is an acute likelihood of a debt restructuring ahead of the June 2017 maturity of Claire's subordinated notes due to continuing erosion of liquidity and weak operating performance," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on Aug. 22, 2016, S&P Global Ratings lowered its corporate credit rating on Florida-based Claire's Stores Inc. to 'CC' from 'CCC-' and placed it on CreditWatch with negative implications. CLAIRE'S STORES: Supplements Credit Agreement Amendment ------------------------------------------------------- As previously disclosed, on Aug. 12, 2016, Claire's Stores, Inc., entered into Amendment No. 3 to the Amended and Restated Credit Agreement, dated as of Sept. 20, 2012, among the Company, Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, and certain other lenders. On Sept. 9, 2016, Claire's Stores and the Lenders entered into Supplement No. 1 to the Third Amendment to permit the addition of a cash contribution by Claire's, Inc., the corporate parent of Claire's Stores, to Claire's Stores of up to $11.5 million to EBITDA for purposes of calculating compliance with the financial performance covenant. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. As of April 30, 2016, Claire's Stores had $2.27 billion in total assets, $2.87 billion in total liabilities and a stockholders' deficit of $606 million. * * * The TCR reported on April 11, 2016, that Moody's Investors Service downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and Probability of Default Rating to Caa3 and Caa3-PD, respectively. "[The] downgrades reflect our view that there is an acute likelihood of a debt restructuring ahead of the June 2017 maturity of Claire's subordinated notes due to continuing erosion of liquidity and weak operating performance," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on Aug. 22, 2016, S&P Global Ratings lowered its corporate credit rating on Florida-based Claire's Stores Inc. to 'CC' from 'CCC-' and placed it on CreditWatch with negative implications. COBALT INTERNATIONAL: To Terminate Rowan Drilling Contract Early ---------------------------------------------------------------- Cobalt International Energy, Inc. announced that it has entered into an amendment to its drilling contract with Rowan (UK) Reliance Limited, an affiliate of Rowan Companies plc, which provides for the early termination of Cobalt's long term drilling contract for the Rowan Reliance drillship. The drilling contract was originally scheduled to terminate on Feb. 1, 2018, and the Amendment provides for a contract termination date of March 31, 2017. Additionally, per the Amendment, Cobalt will save 45% of the contract value between the original termination date and the new termination date, or approximately $80 million, and will pay to Rowan the remainder of approximately $98 million. Cobalt also commits to use Rowan as its exclusive provider of drilling services for five years at market rates as determined by normal indices. Timothy J. Cutt, Cobalt's chief executive officer, said, "We are very glad to reach an agreement with Rowan that helps our balance sheet in the near term and secures a strong relationship with Rowan for the long term." About Cobalt Cobalt International Energy, Inc. is an independent exploration and production company with operations currently focused in the deepwater U.S. Gulf of Mexico. In January 2016, the Company achieved initial production of oil and gas from the Heidelberg field. The Company's exploration efforts in the U.S. Gulf of Mexico have resulted in four oil and gas discoveries including the North Platte, Shenandoah, Anchor, and Heidelberg fields, each of which are in various stages of appraisal and development. The Company also has a non-operated interest in the Diaba Block offshore Gabon. As of June 30, 2016, Cobalt had $3.84 billion in total assets, $2.64 billion in total liabilities and $1.19 billion in total stockholders' equity. The Company reported a net loss of $694.42 million in 2015, a net loss of $510.76 million in 2014 and a net loss of $589.02 million in 2013. COLOR LANDSCAPES: Has Until Nov. 8 to Use BB&T Cash --------------------------------------------------- Judge Lena Mansori James of the U.S. Bankruptcy Court for the Middle District of North Carolina authorized Color Landscapes by Michael Dickey, Inc. to use Branch Banking and Trust Company's cash collateral until Nov. 8, 2016. Judge James directed the Debtor to make monthly adequate protection payments to Branch Banking in the amount of $1,965. The Debtor was authorized to use cash collateral for the actual and necessary expenses of operating its business. Judge James directed the Debtor to submit to Branch Banking and to the Bankruptcy Administrator monthly reports of operations and cash flow for the activities during the calendar month. Branch Banking was granted a post-petition replacement lien in Debtor’s post-petition property of the same type which secured the indebtedness of Branch Banking pre-petition, to the extent the Debtor uses the Cash Collateral of Branch Banking. A full-text copy of the Fourth Interim Order, dated September 6, 2016, is available at https://is.gd/Fa7DT3 About Color Landscapes Color Landscapes by Michael Dickey, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 16-10435) on May 2, 2016. The Debtor is represented by Dirk W. Siegmund, Esq., at Ivey, McClellan, Gatton & Stegmund, LLP. The case is assigned to Judge Lena M. James. The Debtor disclosed total assets of $1.09 million and total debts of $1.49 million. William Miller, U. S. bankruptcy administrator, filed with the U.S. Bankruptcy Court for the Middle District of North Carolina a statement of inability to form an official committee of unsecured creditors in the Chapter 11 case of Color Landscapes by Michael Dickey, Inc., on May 14, 2016. COLOURS INC: Unsecureds To Be Paid in Full With Interest at 6.25% ----------------------------------------------------------------- Colours, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Alabama a disclosure statement describing the Debtor's plan of reorganization. There were unsecured claims filed or scheduled as undisputed or scheduled as disputed but who flied claims and will be paid as: (1) Class IV - Alta Financial, LLC, fka The Business Backer, filed Proof of Claim number 5-1 in the amount of $17,824.36. The Debtor proposes to pay this claim in full with interest at 6.25% per annum interest in 96 monthly installments of $236.41; (2) Class V - Colonial Funding Network, Inc., as servicing provider for Core Business Finance filed Proof of Claim number 1-1 in the amount of $96,563.72. The Debtor proposes to pay this Claim in full with interest at 6.25% per annum in 96 monthly installments of $1,280.77; (3) Class VI - Smart Business Funding did not file a proof of claim. The Debtor listed the Smart Business Funding Claim at $47,000. The Debtor proposes to pay this claim in full with interest at 6.25% per annum in 96 monthly installments of $623.38; (4) Class VII - The Exchange Bank of Gadsden, Alabama filed Proof of Claim number 4-1 in the amount of $1,725.82. Because of the small amount of this claim, the Debtor proposes to pay this claim in full with interest at 6.25% in 12 monthly installments of $148.73; and (5) Class VIII - Other Unsecured Creditors. The Debtor believes there are no claims that are within this class of creditors. If any claims or creditors arise, the Debtor proposed to pay the claims in this class in full with interest at 6.25% per annum in 96 monthly installments. The Disclosure Statement is available at: http://bankrupt.com/misc/alnb16-40132-48.pdf Colours, Inc., is a paint, flooring and related materials sales business located at 110 East Meighan Boulevard, Gadsden, Alabama. The Debtor was incorporated in 1999 by Herman Helms and Susan Helms. Herman Helms and Susan Helms currently hold all of the outstanding shares of stock in the Debtor. The business of the Debtor is managed by Herman Helms. Susan Helms does not work in the Debtor's business except on an occasional, infrequent and part time basis. While the Debtor maintains sales of paint, flooring and related products to the consumer general public, the majority of its business is with building and paint contractors, industrial clients and governmental agencies. The Debtor rents its business location from the H.M. Freeman Estate. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ala. Case No. 16-40132) on Jan. 28, 2016. Robert D. McWhorter, Jr, Esq., at Inzer, Haney, McWhorter & Haney, LLC, serves as the Debtor's bankruptcy counsel. CONSTELLIS HOLDINGS: Moody's Affirms B3 CFR, Outlook Stable ----------------------------------------------------------- Moody's Investors Service has affirmed ratings of Constellis Holdings, LLC, including the B3 Corporate Family Rating, and concurrently revised the rating outlook to stable from negative. With the management-led buyout and ownership change that has closed, a B3 Corporate Family Rating has been assigned to Constellis Holdings, LLC (New). Assignments: Issuer: Constellis Holdings, LLC (New) Probability of Default Rating, Assigned B3-PD Corporate Family Rating, Assigned B3 Outlook Actions: Issuer: Constellis Holdings, LLC Outlook, Changed To Stable From Negative Affirmations: Issuer: Constellis Holdings, LLC Probability of Default Rating, Affirmed B3-PD Corporate Family Rating, Affirmed B3 Senior Secured Regular Bond/Debenture, Affirmed B3 (LGD3) RATINGS RATIONALE The change in rating outlook to stable from negative considers progress on working capital and fixed operating cost reductions over the first half of 2016. Progress on these initiatives enabled Constellis to repay some its revolver borrowings, enhancing liquidity. At June 30, total liquidity of around $90 million had risen from around the $40 million level in January. Greater liquidity has lessened the risk of a rating downgrade and adds cushion to meet investment requirements of new contracts or unexpected operational shortfalls. Moody's affirmed the B3 CFR despite an increase in financial leverage that accompanied Constellis' buyout, wherein majority ownership was sold to Apollo Global Management. Pro forma for the transaction, debt to EBITDA is in the mid-5x range with EBITDA to interest of just below 2x. The associated $100 million note issuance (at a parent holding company of Constellis) is credit negative, but consolidated leverage remains within expectations for the B3 CFR. Because Constellis has the option to pay interest on the new debt in-kind, the near-term effect on liquidity is manageable. Constellis maintained its debt instruments and an outstanding bondholder consent solicitation to permit the change of control was undertaken. Constellis indicated that nearly all of the bondholders agreed to the consent solicitation terms. The B3 CFR reflects Constellis' well-established position within the protective services niche of the defense sector where strong profit margin potential exists. Constellis' historical emphasis on governance and contract execution standards have enabled good re-compete win rates. The rating also factors in a high degree of contract concentration, declining organic revenues of late from the effect of low oil prices on commercial end market work, and historically modest free cash flow generation. Competitive intensity between defense services contractors will likely remain high and limit pricing power, yet the need for diplomatic security services will also remain high with global instability. Upward rating movement would depend on achievement of funds from operation to debt above 10% and debt/EBITDA below 5x, with sustained low revolver utilization. Stabilization of the revenue base with better commercial business segment performance, and an overall EBITDA margin (before restructuring and other expense add backs) in excess of 12% is also necessary for an upgrade. Downward rating pressure would mount with tightening liquidity or negative contract developments. A leveraging acquisition or shareholder distribution could lead to a downgrade particularly before the company further progresses its business optimization initiatives. Constellis is a global provider of training and security services focused on counter terrorism, force protection, law enforcement and security operations. From 2011 to October 2014 the company's name was Academi Holdings, LLC. Before its 2010 ownership change, the company's main subsidiary was Xe Services, which was formally known as Blackwater Worldwide. Since then there have been three significant acquisitions. Revenues over the twelve months ended June 30, 2016, were $985 million. The company is majority-owned by entities of Apollo Global Management LLC, with Forte Capital Advisors, LLC and Manhattan Strategic Ventures, LLC holding minority positions. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. CORTES NP: S&P Assigns 'B+' CCR; Outlook Stable ----------------------------------------------- S&P Global Ratings said that it assigned its 'B+' corporate credit rating to Columbus, Ohio-based Cortes NP Acquisition Corp. (d/b/a Vertiv). The outlook is stable. S&P also assigned its 'B+' issue-level rating and '3' recovery rating to the company's proposed $2.285 billion first-lien term loan maturing in 2023, indicating S&P's expectation for meaningful recovery (upper half of the 50%-70% range) in the event of a payment default. The company will use the proceeds along with anticipated additional debt and equity funding to purchase an 85% equity stake in the company from Emerson Electric Co., which will be owned by Platinum Equity, and to pay fees and expenses. Emerson Electric will retain the remaining 15% minority interest in the business. The 'B+' corporate credit rating reflects the company's high pro forma leverage, which is somewhat offset by its good market position, moderate scale, and well-established customer base. S&P expects adjusted total debt to EBITDA of about 5.6x pro forma for the transaction and for this metric to exceed 5.0x through fiscal-year 2017 (ending Sept. 30). Operating performance in fiscal 2015 was challenged by reduced telecom spending in China, wage inflation, and translational foreign-exchange effects. S&P expects year-over-year revenue decline of about 3% in fiscal 2016 coupled with some profitability improvement. In fiscal 2017, S&P expects adjusted EBITDA margin will continue to improve modestly to the mid-teens in light of modest growth and operational initiatives. With sales of nearly $4.5 billion in 2015, Cortes NP Acquisition Corp. (d/b/a Vertiv) primarily manufactures power and thermal management equipment and provides services for data and communication centers, and also makes products and software for commercial/industrial use. S&P's assessment of Cortes' business benefits from this scale, long-standing customer relationships that average about 20 years among its top 10 customers, and low customer concentration (top 10 customers account for about 15% of total sales). However, Cortes competes with large, well-capitalized companies including Eaton and Schneider, and S&P believes the market is relatively competitive. Additionally, S&P believes its ability to execute on operational initiatives as a stand-alone company comes with inherent execution risks. Further, its heavy concentration in the data and communication center end markets (61% and 21% of revenue, respectively) exposes the company to cyclical fluctuations and potential shifts in customer demand. Still, the near-term fundamentals for the data center business support some growth. S&P's base-case forecast assumes: -- Low single-digit revenue growth in fiscal 2017, as S&P estimates average GDP growth of about 2.5% for the regions in which Cortes generates revenue (North America, Europe, Asia Pacific, and Latin America). -- Adjusted EBITDA margin expected to be about 13% at fiscal 2016 year-end and to improve to 14%-15%, benefitting from planned operational initiative. -- Capital spending at about $50 million. Based on these assumptions, S&P arrives at these credit measurers: -- Pro-forma debt to EBITDA of about 5.6x for fiscal 2016, improving toward 5x by fiscal year-end 2017. -- Decent free operating cash flow (FOCF) of about $100 million over the next year. S&P notes the majority ownership by financial sponsor Platinum Equity and expect the company will pursue modest acquisition activity in the future. S&P's ratings incorporate the potential for re-leveraging events over time. S&P expects Cortes to maintain adequate liquidity over the next 12 months. S&P estimates that the company's sources of liquidity will be at least 1.2x its uses, and that its net sources will remain positive even if its forecast EBITDA declines 15%. The qualitative factors related to Cortes' liquidity support S&P's adequate assessment. For example, high anticipated leverage and low initial cash and FOCF would likely require some refinancing for the company to absorb a low-probability, high-impact event, and the planned covenant-lite, secured term loan is indicative of satisfactory standing in credit markets. Principal Liquidity Sources: -- Ample availability under an anticipated revolver. -- More than $150 million in annual funds from operations. Principal Liquidity Uses: -- Capital expenditures of about $50 million. -- Modest working capital outflows. -- Modest debt amortization. S&P's stable outlook reflects the expectation that modest growth and operational initiatives will result in improvement in EBITDA margins and pro forma fiscal 2017 debt-to-EBITDA improving toward 5x. S&P could lower the rating if credit measures deteriorate, such as sustained adjusted debt-to-EBITDA to 6x or more. This could occur if, for instance, the company fails to achieve positive revenue growth and margins deteriorate by 200 bps. Margin deterioration could occur if the company fails to achieve planned savings through operational initiatives, and this could also lead S&P to negatively reassess the company's business risk. Although unlikely in the next 12 months, S&P could raise the rating if Cortes improves its credit measures such that leverage decreases to less than 5x and S&P expects credit measures to be maintained at this level. This would require strong evidence that the sponsor will pursue a less aggressive financial policy. CRAIG'S GUNS: Exclusive Plan Filing Period Extended to Nov. 16 -------------------------------------------------------------- Judge Clifton R. Jessup, Jr. of the U.S. Bankruptcy Court for the Northern District of Alabama extended Craig's Guns & Tactical, Inc.'s exclusive period to file a Plan of Reorganization and Disclosure Statement to November 16, 2016. Absent an extension, the Debtor's exclusive period was scheduled to expire on September 15, 2016. About Craig's Guns & Tactical, Inc. Craig's Guns & Tactical, Inc. filed a chapter 11 petition (Bankr. N.D. Ala. Case No. 16-81045) on April 7, 2016. The petition was signed by Craig A. Brown, president. The Debtor is represented by Stuart M. Maples, Esq., at Maples Law Firm, PC. The Debtor estimated total assets at $50,001 to $100,000 and total liabilities at $100,001 to $500,000 at the time of the filing. CREATIVE FOODS: Can Use Cash Collateral Through Sept. 23 -------------------------------------------------------- Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Creative Foods, LLC to use cash collateral through Sept. 23, 2016. The Debtor was authorized to use cash collateral to pay the ordinary and necessary espenses relating to the operation of its restaurant business located at 1 Wlaker Avenue, Clarendon Hills, Illinois, in accordance with the approved Budget. Judge Schmetterer directed the Debtor to pay Ridgestone Bank $2,775 on or before September 15, 2016. A status hearing on the Debtor's continued use of cash collateral is scheduled on Sept. 22, 2016 at 10:30 a.m. A full-text copy of the Third Interim Order, dated September 6, 2016, is available at https://is.gd/j1kFJn About Creative Foods, LLC Creative Foods, LLC filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 16-19927) on June 17, 2016. The petition was signed by Anthony Swigon, general manager - member. The Debtor is represented by David P. Lloyd, Esq., at David P. Lloyd, Ltd. The case is assigned to Judge Jack B. Schmetterer. The Debtor estimated assets at $0 to $50,000 and liabilities of $1 million to $10 million at the time of the filing. CV SETTLEMENT: Selling Orange Beach Lots to Truland Homes --------------------------------------------------------- CV Settlement Holdings, LLC, asks the U.S. Bankruptcy Court for the Southern District of Alabama to authorize the sale of lots 31, 32, 34, 22, 23, 25, 27, 29, 10, 11, 17, 18, 20 and 2 of Cypress Village Subdivision; and units 1, 19, 20, 58, 52, 53, 56, 61, 63, 65, 2, 4, 5, 7, 13, 14, 16, 17, 22, 23, and 48 of Cypress Village Subdivision in Orange Beach Alabama to Truland Homes, LLC. A copy of the Agreement for the Purchase and Sale of Real Property, along with the list of lots to be sold with their proposed purchase prices, attached to the Motion is available for free at: http://bankrupt.com/misc/CV_Settlement_301_Sales.pdf To the best of the Debtor's knowledge, information, and belief, the following parties claim a lien, mortgage, encumbrance, or other interest: a. Beatus Investment, LLC jointly holds a first mortgage on said property in the approximate amount of $954,213; b. Burns, Cunningham & Mackey jointly holds a first mortgage on said property in the approximate amount of $1,942,223; and c. Teddy J. Faust, Baldwin County Revenue Commissioner, hold a lien to secure payment of property taxes for the subject property. d. Portside Realty, LLC claims to have a lien on said property in an unknown. Debtor disputes the validity of the lien. The Debtor alleges that it is entitled to sell the property free and clear of the listed lienholders, with the liens to attach to the proceeds of the sale pursuant to Sections 363(b) and 363(f)(4) and 363(f)(5) of the Bankruptcy Code. The Debtor believes that the sale of the property is in the best interest of the estate, in that, the transaction will further reduce the debt owed to the first mortgage holder which will benefit the Debtor and the other potential lienholders should their claimed liens hereafter be determined to be valid encumbrances, and will benefit the other creditors of the estate, by reducing the secured claims which must be paid prior to distributions to junior classes of creditors. The property does not include "personally identifiable information" nor is the transaction subject to the Clayton Act. The Debtors propose to pay the closing costs and property taxes at closing and will reserve from the closing proceeds the fees due pursuant to 28 U.S.C. Section 1930 (the Bankruptcy Administrator BA-2 quarterly fees) and a reserve for earned and approved but not paid attorneys' fees for Debtor's counsel, with the balance to be paid to the first lienholder at closing. However, in the event the Debtor has an objection to the amount of the payoff statement received from any party asserting a right to payment or objects to the lienholders or interest holders claims, then the Debtor may escrow the amount stated in the payoff statement of the holder to whom the objection is made and proceed with closing. The escrowed funds will be disbursed only pursuant to an Order of the Court. The Purchaser: TRULAND HOMES, LLC 29891 Wppdrow Lane, Suite 100 Spanish Fort, AL 36527 Facsimile: (251) 650-1643 E-mail: ncox@battleplancapital.com The Purchaser is represented by: Richard E. Davis, Esq. DAVIS & FIELDS, P.C. Post Office Box 2925 Daphne, AL 36526 Facsimile: (251) 621-1520 E-mail: rdavis@davis-field.com Counsel for the Debtor: Marion E. Wynne, Jr., Esq. WILKINS, BANKESTER, BILES & WYNNE, P.A. P.O. Box 1367 Fairhope, AL 36533 Telephone: (251) 928-1915 E-mail: twynne@wbbwlaw.com About CV Settlement Holdings CV Settlement Holdings, LLC, sought Chapter 11 protection (Bankr. S.D. Ala. Case No. 14-03731) on Nov. 13, 2014. Judge William S. Shulman is assigned to the case. The Debtor estimated assets in the range of $0 to $50,000 and $1 million to $10 million in debt. The Debtor tapped Marion E. Wynne, Jr., Esq., at the Wilkins, Bankester, Biles & Wynne, PA, as counsel. The petition was signed by J. Marion Uter, member. CWGS ENTERPRISES: S&P Affirms 'B+' Corporate Credit Rating ---------------------------------------------------------- S&P Global Ratings said it affirmed its 'B+' corporate credit rating on Lincolnshire, Ill.-based RV dealer and membership services company CWGS Enterprises LLC. "At the same time, we affirmed our 'BB' issue-level rating, with a recovery rating of '1', on CWGS's proposed upsized aggregate senior secured credit facility (consisting of a $20 million revolving facility due 2018 and an upsized term loan due 2020 that will have $820 million outstanding, including the $110 million add-on). The '1' recovery rating indicates our expectation for very high (90% to 100%) recovery for lenders in the event of a payment default despite incremental debt. The recovery rating remains '1' despite the incremental debt because of a modest upward reassessment of our emergence enterprise value on CWGS, due primarily to additional RV dealership acquisitions and an increase in the level of fixed charges that would trigger a default. We expect the company to use proceeds from the term loan add-on to fund a $75 million distribution to owners and to acquire RV dealerships, including associated real estate," S&P said. "The affirmation reflects that the proposed incremental leverage the company would assume upon close of the transaction does not meaningfully increase CWGS's financial risk, and the anticipated leverage increase to the high-3x area in 2016 from the transaction remains comfortably below our 5x debt to EBITDA and 2x EBITDA interest coverage downgrade thresholds," said S&P Global Ratings credit analyst Daniel Pianki. The stable outlook reflects S&P's expectation for good operating performance and adequate liquidity through 2017. Although S&P expects adjusted debt to EBITDA at CWGS to occasionally spike to the 4x area for acquisitions and distributions to shareholders, this represents a very good cushion compared with S&P's 5x adjusted debt to EBITDA downgrade thresholds incorporating high EBITDA volatility over the economic cycle. CYU LITHOGRAPHICS: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: CYU Lithographics 6951 Oran Circle Buena Park, CA 90621 Case No.: :16-13915 Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Theodor Albert Debtor's Counsel: John H Bauer, Esq. FINANCIAL RELIEF LEGAL ADVOCATES INC. 1047 North Antonio Circle Orange, CA 92869 Tel: 714-319-3446 Fax: 714-202-5862 E-mail: johnbhud@aol.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Michael C. Wang, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. D.J. SIMMONS: Sale of 9 Pumpjacks to Bakken for $41K Approved ------------------------------------------------------------- Joseph G. Rosania, Jr., of the U.S. Bankruptcy Court for the District of Colorado authorized D.J. Simmons Co. Ltd. Partnership and D.J. Simmons, Inc., to sell nine pumpjacks to Bakken Salvage, Inc., for $41,000. The Purchase and Sale Agreement is approved. About D.J. Simmons Company 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 $12.9 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. DAIRY FARMERS: S&P Rates Proposed $100MM Equity Securities 'BB+' ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' rating to Kansas City, Mo.-based Dairy Farmers of America Inc.'s (DFA's) proposed $100 million series C cumulative preferred equity securities. The preferred stock will rank senior to the members' capital accounts and the company's common stock, and will be given 50% equity treatment when calculating financial ratios, given the security's subordination to other debt instruments, lack of maturity date, and fixed nature of its dividend. The company will use proceeds of the share issuance for general corporate and business purposes. As the largest U.S.-based dairy cooperative, S&P believes DFA benefits from solid market positions, continued dairy product expansion, good operating segment diversity that offsets milk price volatility, and strong membership retention that allows the cooperative to cost-effectively manage its commodity supply needs and affords it flexibility over the amount and timing of its member payments. S&P believes the company offers significant distribution and scale to its member owners that they otherwise could not obtain without participating in the cooperative. In S&P's opinion, this level of support provides DFA with significant discretion over the amount and timing of its member milk payments, and other forms of returns to its members, if needed during rare periods of adversity. This provides DFA with flexibility in managing its cash flow. S&P currently projects debt to EBITDA to be slightly closer to 4x in 2016 and 2017 because of higher debt balances used to fund acquisitions and further plant expansion projects. RATINGS LIST Dairy Farmers of America Inc. Corporate credit rating BBB/Stable/A-2 Rating Assigned Dairy Farmers of America Inc. Preferred stock $100 mil. series C cumulative preferred equity securities BB+ DAKOTA PLAINS: Thomas Pratt Named as Director --------------------------------------------- The board of directors of Dakota Plains Holdings, Inc., elected Thomas E. Pratt to serve as an additional member of the Board to fill an existing vacancy. Mr. Pratt is a founding member of Applied Business Strategy LLC, a consulting firm specializing in damage analysis and forensic accounting, business restructuring, business valuation, and business strategy services. Prior to cofounding Applied Business Strategy LLC, Mr. Pratt was a senior manager at Deloitte & Touche LLP and served in various roles at Marathon Petroleum Corporation. There are no arrangements or understandings between Mr. Pratt and any other person pursuant to which he was selected as a director. Mr. Pratt does not have any family relationship with any executive officer or director of the Company or any person nominated or chosen by the Company to become a director or executive officer. There is no arrangement or understanding pursuant to which Mr. Pratt was appointed as a member of the Board. Furthermore, the Company is not aware of any transaction requiring disclosure under Item 404(a) of Regulation S-K. Mr. Pratt is expected to receive cash compensation of $10,000 per month plus expenses. Meanwhile, on Sept. 8, 2016, the Board adopted a Second Amendment to the Second Amended and Restated Bylaws of the Company, as previously amended, to authorize any director to call a meeting of the Board. The Amendment was effective immediately upon approval. About Dakota Plains Headquartered in Wayzata, Minnesota, Dakota Plains Holdings, Inc., is an integrated midstream energy company operating the Pioneer Terminal, with services that include outbound crude oil storage, logistics and rail transportation and inbound fracturing sand logistics. The Pioneer Terminal is located in Mountrail County, North Dakota, where it is uniquely positioned to exploit opportunities in the heart of the Bakken and Three Forks plays of the Williston Basin. The Williston Basin of North Dakota and Montana is the largest onshore crude oil production source in North America where the lack of available pipeline capacity provides a surplus of crude oil available for the core business of the Company. Its frac sand business provides services for UNIMIN Corporation, a leading producer of quartz proppant and the largest supplier of frac sand to exploration and production operating companies in the Williston Basin. Dakota Plains reported a net loss of $24.96 million in 2015 following net income of $2.25 million in 2014. As of June 30, 2016, Dakota Plains had $61.6 million in total assets, $93.1 million in total liabilities and a stockholders' deficit of $31.5 million. "The Company is focused on increasing the throughput and reducing the expenses at the transloading facility, but the decline in crude oil prices and contraction of the price spread between Brent and WTI has materially reduced the revenues that the Company is able to generate from its transloading operations, which, in turn, has negatively affected the Company's working capital and income (loss) from operations. The potential for future crude oil prices to remain at their current low levels raises substantial doubt about the Company's ability to meet its obligations when they come due and continue as a going concern," the Company stated in its June 30, 2016, quarterly report. DALLAS PROTON: Cash Use to Pay for Land Survey Approved ------------------------------------------------------- Judge Stacey Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas authorized Robert Yaquinto Jr., Chapter 11 Trustee, to use of cash collateral from Dallas Proton Treatment Center, LLC, et. al.'s estates. The Chapter 11 Trustee was authorized to use cash collateral to pay Goodwin Marshall, Inc. the amount of $4,300, plus tax, in exchange for the preparation of a current land survey of the Dallas Property. A full-text copy of the Order, dated September 8, 2016, is available at https://is.gd/FvtoxH 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. DEAN YOUNG: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Dean Young Enterprises, LLC. Dean Young Enterprises, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 16-04214) on August 19, 2016. The case is assigned to Judge David R. Duncan. Jane H. Downey, Esq. at Moore Taylor Law Firm, P.A. serves as bankruptcy counsel. The petition was signed by Dean Young, vice president. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. The Debtor hired Colliers International South Carolina, Inc. as its real estate agent. DELIVERY AGENT: Proposes $19M DIP Financing From Hillair -------------------------------------------------------- Delivery Agent, Inc. and its affiliated Debtors ask the U.S. Bankruptcy Court for the District of Delaware for authorization to obtain postpetition financing from Hillair Capital Investments L.P. Western Alliance Bank entered into a Business Financing Agreement with Debtors Delivery Agent, Musctoday and Clean Fun, wherein Western Alliance Bank lent the Debtors amounts against a borrowing base fixed against the Debtors' accounts receivable. The obligations were secured by a first lien on substantially all of the Debtors' assets. Debtor Deliver Agent issued to Hillair an 8% Original Issue Discount Secured Convertible Debenture due November 1, 2015, in the principal amount of $9,280,000, which obligation is secured by a lien on substantially all of the Debtors' assets and subject to a Subordination Agreement between Western Alliance Bank and Hillair, whereby Hillair agreed to become the junior lender for purposes of the loan relationship between Hillair and Western Alliance. Hillair extended an emergency loan in the amount of $1,425,000, to allow the Debtors to pay expenses, vendors and also fund payroll, which the Debtors were at considerable risk of not being able to pay absent the emergency loan. In order to facilitate their efforts to execute the sale of their assets, Hillair agreed to provide the emergency loan, provide postpetition debtor-in-possession financing, and enter into an asset purchase agreement with the Debtors. The Debtors further tell the Court that they approached other prospective financiers to determine if financing on the terms offered by Hillair, or better, are available and that they concluded that no such financing is available. The terms of the DIP Financing, among others, are: (a) DIP Agent: Hillair Capital Management LLC. (b) Borrower: Delivery Agent, Inc. (c) Guarantors: MusicToday, LLC, Clean Fun Promotional Marketing, Inc., and Shop the Shows, LLC. (d) DIP Facility: Senior Secured, Super-Priority Debtor-In-Possession Loan and Security Agreement consisting of a $5,425,000 term loan that will be funded in a series of draws, plus advances to pay the Roll-Up Amount of $13,489,000 plus accrued interest and other fees and amounts owing under the respective loan documents. (e) Maturity Date: Means the earliest of: (i) the DIP Agent's notice of the occurrence of an Event of Default; (ii) entry of an Order converting any of the Chapter 11 cases to a case under Chapter 7 of the Bankruptcy Code or dismissing any of the Chapter 11 cases; (iii) the entry of an Order in any of the Chapter 11 cases appointing a Chapter 11 Trustee or Examiner; (iv) if the Interim Order is modified at the Final Hearing in a manner unacceptable to the DIP Agent, in its soled discretion; (v) the effective date of a chapter 11 plan in any of the Chapter 11 cases; (vi) the approval by the Court of an Alternative Transaction; (vii) the date of the closing of the Sale; and (viii) the first Business Day occurring on or after Dec. 1, 2016. (f) Use of Proceeds: The proceeds of the DIP Facility shall be used by the Debtors to fund general corporate and working capital requirements during the pendency of the Chapter 11 cases, pay the remaining balance of not more than $155,565 to Western Alliance Bank, and to fund the expenses of the Chapter 11 cases,including professional fees. Additionally, upon entry of the Final Order, the proceeds of the DIP Facility shall be used to fund the Roll-Up Amount. (g) Interest Rate: The outstanding principal amount of the DIP Facility shall bear interest from the date of disbursement at 12% per annum. (h) Fees: The DIP Facility includes a Closing Fee of $150,000 on initial commitment to the DIP Facility, earned upon execution of the DIP Agreement and payable from the proceeds of the first draw under the DIP Facility. Additionally, the DIP Agreement provides for payment of the Lender Group Expenses which include without limitation, professional fees of the DIP Lender in negotiating, documenting, administrating and enforcing the DIP Agreement. (i) Security: All Obligations under the DIP Facility will constitute: (1) allowed administrative expense claims against the Debtors with priority in the Chapter 11 cases over any and all administrative expense claims and unsecured claims, subject to the Carve-Out, amounts expended under the Budget, and Permitted Liens; and (2) be secured by Liens on all of the Debtors' assets. (j) Adequate Protection: The Pre-Petition Secured Parties are provided with adequate protection of their interests in the Pre-Petition Collateral as follows: (i) a valid, perfected replacement security interest in and lien on all of the DIP Collateral, subject only to the DIP Liens, the Carve-Out and the Permitted Liens; (ii) superpriority claims, with priority in payment over any and all administrative expenses, subject to the Carve-Out and the Superpriority Claims granted to the DIP Lender. (k) Carve-Out: Includes: (1) fees required to be paid to the Clerk of the Court and the U.S. Trustee, including statutory interest; (2) reasonable fees and expenses incurred by a trustee, not to exceed $15,000; (3) subject to limitations, Professional Fees as set forth in the Budget, before the Carve-Out Trigger Date; and (4) all Professional Fees incurred on and after the Carve-Out Trigger Date not to exceed $250,000 in the aggregate. The Debtor's proposed Budget for the period beginning with the week ending September 2, 2016 and ending with the week ending Nov. 25, 2016, provides for total expenses in the amount of $2,412,500. A full-text copy of the Debtors' Motion, dated Sept. 15, 2016, is available at https://is.gd/KeZN8w A full-text copy of the Debtors' proposed Budget, dated Sept. 15, 2016, is available at https://is.gd/f1OErm About Delivery Agent Headquartered in San Francisco, California, Delivery Agent, Inc., turns audiences into revenue generating customers for brands, device manufacturers, and media companies worldwide. It offers ShopTV, a technology that allows audiences to engage with and transact directly from advertisements and television shows through Web, mobile, and advanced television applications; a cloud-based shopping platform, which enables omni-channel commerce for its clients with simplicity; eCommerce platform for omni-channel shopping; relevant and personalized product offers to viewers based on the content they are watching with the help of contextual database; and advertising solutions. Delivery Agent, Inc., and affiliates MusicToday, LLC, Clean Fun Promotional Marketing, Inc., and Shop the Shows, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 16-12051) on Sept. 15, 2016. The Debtors hired Pachulski Stang Ziehl & Jones LLP as local Counsel; Keller & Benvenutti LLP as general counsel; Arch & Beam Global, LLC as financial advisor; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. The cases are assigned to Judge Laurie Selber Silverstein. DELIVERY AGENT: Proposes Hillair-Led Auction on Nov. 4 ------------------------------------------------------ Delivery Agent, Inc., and affiliates filed a motion asking the U.S. Bankruptcy Court for the District of Delaware to authorize the Asset Purchase Agreement between the Debtors and Hillair Capital Management LLC ("DIP Agent"), in connection with the sale of Debtors' right, title and interest in the assets to Hillair for $18,914,000, plus certain adjustments at the closing, subject to overbid. Delivery Agent has developed one of the leading and most advanced platforms to monetize entertainment content (TV, movies, music, and sports) through an integrated suite of solutions built to help increase fan engagement and drive direct revenue generation. In business for over a decade, the Company's solutions serve some of the world's largest media companies and consumer brands. The Company is headquartered in San Francisco, CA, with offices in Denver, CO; Costa Mesa, CA; Crozet, VA; and New York, NY. The Company engages in three related businesses: (1) e-commerce, (2) romotional marketing (Clean Fun), and (3) television commerce or "t-commerce" (ShopTV). After extensive arm's-length, good-faith negotiations, the Debtors determined that the Agreement represents the best opportunity for the Debtors to maximize the value of their assets and serve as a basis for conducting an auction to seek higher and/or better offers. In order provide the Debtors with the liquidity needed to accomplish a sale of substantially all of their assets under Section 363 of the Bankruptcy Code, Buyer agreed to provide debtor-in-possession financing to the Debtors in an amount up to $5,425,000 ("DIP Financing") pursuant to the terms and conditions in that certain Senior Secured, Super-Priority Debtor-In-Possession Loan and Security Agreement ("DIP Agreement"), subject to approval of the Court. A motion to approve the DIP Financing and the DIP Agreement was filed with the Court on the Petition Date. The sale transaction pursuant to the Agreement is subject to competitive bidding. Pursuant to the terms of the Agreement, Hillair has agreed to purchase the assets for (i) $18,914,000 (plus accrued interest thereon), to be satisfied in the form of a credit against the obligations arising udder the DIP Agreement and the Hillair Debenture, plus (ii) a cash payment in an amount not to exceed $250,000 to cover the Sellers' post-closing wind-down costs. Hillair, in making this offer, has relied on promises by the Debtors to seek the Court's approval of (a) a break-up fee of $500,000, which is less than 3% of the aggregate purchase price, and (b) Hillair's reasonable fees, costs and expenses (including, without limitation, consultants' and attorneys' fees, costs and expenses) incurred in connection with the transactions contemplated by the Agreement through the date of termination, including any such person employed by any of Hillair's affiliates, not to exceed in the aggregate $350,000 minus amounts paid by Sellers to the DIP Agent as adequate protection, prior to such termination, for such fees, costs and expenses as provided in any DIP Order ("Bid Protections") to compensate Hillair for its time and effort in examining the Debtors' business, conducting due diligence, and the loss of opportunity that such time and effort has caused should another bidder be the successful bidder. The Debtors, in the exercise of their business judgment, believe that the Bid Protections are a necessary inducement for Hillair, and thus, necessary to establish a "floor" for the sale of the assets and ultimately encourage competitive bidding and promote the realization of the highest value for the assets. The Debtors propose these bid and sale procedures: a. Assets to be Sold: The Assets to be acquired by Hillair, subject to higher or better offers, include, among other things, (i) Accounts Receivable, (ii) cash and cash equivalents, other than the Cash Payment, (iii) inventory, (iv) deposits, (v) real property leases, (vi) furniture and equipment, (vii) intellectual property, (viii) contracts, (ix) documents, (x) permits, (xi) supplies, (xii) insurance policies, (xiii) rights under confidentiality agreements, (xiv) rights pursuant to warranties, representations, and guarantees, (xv) goodwill and other intangible assets associated with the Business and/or Purchased Assets, (xvi) certain claims, rights, and causes of action, (xvii) pre-paid Taxes, (xviii) all other property and assets pertaining to or used in the conduct of the Business or ownership of the Purchased Assets. "Business" in the Agreement means the business and operations of Sellers relating to e-commerce, television commerce ("t-commerce") and interactive advertising. b. The Bidding Procedures: i. Bid Deadline: Oct. 31, 2016, at 12:00 p.m. (PT) ii. Qualified Bid: Purchase price offered under the Agreement, plus the amount of the Bid Protections, plus $100,000 iii. Auction: at 10:00 a.m. on Nov. 4, 2016, at the offices of Pachulski Stang Ziehl &Jones LLP, located at 919 North Market Street, 17th Floor, Wilmington, DE. iv. Overbid Increments: Each incremental bid at the auction will provide net value to the estate of at least $100,000. v. Sale Hearing: Nov. 8, 2016 c. Sale Objection Deadline: Nov. 1, 2016 at 4:00 p.m. (PET) d. Terms: Free and clear of all liens, claims, encumbrances, and interests The Debtors believe that the Bidding Procedures will encourage bidding for the Assets and are consistent with the relevant standards governing auction proceedings and bidding incentives in bankruptcy proceedings. Accordingly, the proposed Bidding Procedures are reasonable, appropriate, and within the Debtors' sound business judgment. At the Sale Hearing, to facilitate and effect the sale of their assets, the Debtors will also seek authorization to assume certain pre-petition executory contracts and leases ("Purchased Contracts") of the Debtors related to the assets, and to assign such executory contracts to the Buyer or the successful bidder. The Agreement provides that the Buyer will pay all cure amounts, as determined by the Court, if any, necessary to cure all defaults, if any, and to pay all actual or pecuniary losses that have resulted from such defaults under the Purchased Contracts assumed at closing. Sellers will prepare a schedule setting forth a good faith estimate as of the date of the Agreement of all cure amounts for all Purchased Contracts. The Debtors seek authorization and approval to assume and assign the Purchased Contracts at closing. The Debtors further seek authorization and approval to assume and assign the Purchased Designation Rights Contracts at the time of Buyer's designation of a Contract as a Purchased Designation Rights Contract. Pursuant to the Agreement, and because of the potentially diminishing value of the assets, the Debtors must close the sale promptly after all closing conditions have been met or waived. Thus, waiver of any applicable stays is appropriate in this circumstance. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Dalivery_Agent_14_Sales.pdf Road to Bankruptcy In late 2015 through the first quarter of 2016, a number of events occurred that impacted Delivery Agent's liquidity: a. By the third quarter of 2015, the capital markets began to show signs of weakness, and by the first quarter of 2016, the Company's investment banks advised that an IPO in the near-term would be unlikely. b. The shut-down of The Band, Inc, which the Company acquired in May 2010, reduced the Company's operating revenue by 38% and resulted in an unpaid accounts payable liability of approximately $20,000,000. c. The Company's e-commerce business, which currently generates the largest portion of the Company's revenues, has not achieved profitability for a number of reasons. d. Success of the Company's propriety t-commerce business segment depends upon significant scale and consumer adoption. In late 2015, the Company sought new or replacement financing and received such financing from Western Alliance Bank ("Pre-Petition Accounts Receivable Lender") and Hillair in December 2015. Some of the proceeds were used to repay notes issued to Pinnacle Ventures, LLC. On Dec. 9, 2015, the Pre-Petition Accounts Receivable Lender entered into a Business Financing Agreement ("Senior Loan Agreement") with the Company, Music Today, LLC ("Musictoday"), and Clean Fun Promotional Marketing, Inc. ("Clean Fun"), pursuant to which the Pre-Petition Accounts Receivable Lender lent the Debtors amounts against a borrowing base fixed against the Debtors' accounts receivable, which obligations are secured by a first lien on substantially all of the Debtors' assets. The Company concurrently issued to Hillair an 8% Original Issue Discount Secured Convertible Debenture due Nov. 1, 2017 ("Hillair Debenture"), in the principal amount of $9,280,000, which obligation is secured by a lien on substantially all of the Debtors' assets and subject to a Subordination Agreement between Western Alliance and Hillair, whereby Hillair agreed to become the junior lender for purposes of the loan relationship between Hillair and Western Alliance. Notwithstanding the issuance of the Senior Loan Agreement and the Hillair Debenture, the Company anticipated the need to raise additional capital in 2016. Barclays and BMO worked together to contact strategic buyers to purchase the Company as an alternative to the IPO, but the process was ultimately not successful in identifying a buyer for the business. Concurrently, the Company approached potential debt and equity investors for additional funding. However, capital markets cooled substantially in the winter of 2015, and the Company was unable to find additional investors willing to inject more capital into the Company on terms that were acceptable to the Debtors. In July 2015, the Debtors entered into a Convertible Bridge Note Purchase Agreement with certain of its existing investors, pursuant to which it issued promissory notes in the approximate principal amount of $11,000,000. In March 2016, the Debtors entered into a further agreement to purchase such notes from such investors, pursuant to which the Company issued additional promissory notes in the approximate principal amount of $9,00,000. The proceeds of that issuance were used to finance operations while the Company explored further financing opportunities, including sale of equity. These efforts continued through the spring of 2016 without yielding a long-term liquidity solution. Upon concluding both the Barclays process and the additional internal fundraising efforts, the Company determined that it needed to increase the scope of its efforts to approach additional strategic buyers, as well as investors who typically seek more distressed situations. To that end, on May 18, 2016, the Company retained Houlihan Lokey to evaluate strategic alternatives and to engage in a marketing process of all of the Company's business segments. Houlihan began discussions with strategic and financial buyers in early June 2016 and continues to lead a robust marketing process that has been underway for more than three months. Although Houlihan was able to identify a number of interested parties, who provided both formal and informal indications of that interest, no purchaser has yet emerged with a commitment to acquire some or all of the Company's business units. By August 2016, with liquidity pressure increasing, it was projected that obtaining a firm purchase or financing commitment prior to exhausting the Company's remaining liquidity was unlikely. The Debtors explored their options with Houlihan and concluded that a sale of the Debtors' assets pursuant to Section 363 of the Bankruptcy Code would most likely maximize the value of the Debtors' assets. As no buyer or lender emerged from the process run by Houlihan and the Debtors, the Debtors requested that Hillair agree to become a stalking horse bidder and proposed DIP lender for the purposes of continuing the sale process in the context of a chapter 11 filing. The Company's cash concerns were compounded by the fact that in early September, the Pre-Petition Accounts Receivable Lender declared a default under the Senior Loan Agreement. Pursuant to section 5.12 of the Senior Loan Agreement, the Company was required to raise additional equity capital on or before March 8, 2016. In August 2016, the Pre-Petition Accounts Receivable Lender asserted that the Company was in default under the Senior Loan Agreement for its failure to timely complete the equity raise, the notice of which was sent on Sept. 5. Thereafter, the Pre-Petition Accounts Receivable Lender proceeded to sweep on a daily basis its cash accounts and apply cash proceeds of the Debtors' accounts receivable, as it asserted it was entitled to do under the Senior Loan Agreement. As a result of Pre-Petition Accounts Receivable Lender's cash sweeps, the Company's liquidity needs became critical. After extensive negotiations, and at the Debtors' request, on Sept. 8, 2016, Hillair agreed to advance $1,425,000 ("Emergency Loan") to the Debtors pursuant to that certain Secured Promissory Note executed by Delivery Agent, Inc., and guaranteed by each of the other Debtors, including Shop the Shows, LLC. The Emergency Loan allowed the Debtors to pay expenses, vendors and also fund payroll, which the Debtors were at considerable risk of not being able to pay absent the Emergency Loan. To facilitate the Debtors' efforts to execute the foregoing sale, Hillair agreed to (a) provide the Emergency Loan, (b) provide post-petition debtor-in-possession financing, and (c) enter into an asset purchase agreement with the Debtors. The Debtors approached other prospective financiers to determine if financing on the terms offered by Hillair, or better, are available to the Debtors in these Chapter 11 cases. They concluded that no such financing is available. Due to the seasonal nature of the Company's business, it is of paramount importance that the Company has stability and funding to support its operations in the fourth quarter of 2016, when expected revenues and cash disbursements are the greatest. In light of Hillair's willingness to provide postpetition financing and support a Section 363 sale process that would result in a prompt sale transaction and minimal disruption to the holiday shopping season, the Company's board decided that it was in the best interests of the Company and its stakeholders to file this Chapter 11 pleading and pursue a Section 363 sale process. Therefore, in light of the foregoing, on Sept. 14, 2016, the Company, Musictoday, Clean Fun, and Shop the Shows filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code with the Court. The Purchaser: HILLAIR CAPITAL MANAGEMENT, LLC 345 Lorton Ave., Suite 303 Burlingame, CA 94010 Attn: Sean M. McAvoy E-mail: seanm@hillaircapital.com The Purchaser's attorneys: Adam H. Friedman, Esq Jonathan H. Deblinger, Esq. OLSHAN FROME WOLOSKY LLP 1325 Avenue of the Americas, New York, NY 10019 Facsimile: (212) 451-2222 E-mail: afriedman@olshanlaw.com deblinger@olshanlaw.com About Delivery Agent Headquartered in San Francisco, California, Delivery Agent, Inc., turns audiences into revenue generating customers for brands, device manufacturers, and media companies worldwide. It offers ShopTV, a technology that allows audiences to engage with and transact directly from advertisements and television shows through Web, mobile, and advanced television applications; a cloud-based shopping platform, which enables omni-channel commerce for its clients with simplicity; eCommerce platform for omni-channel shopping; relevant and personalized product offers to viewers based on the content they are watching with the help of contextual database; and advertising solutions. Delivery Agent, Inc., and affiliates MusicToday, LLC, Clean Fun Promotional Marketing, Inc., and Shop the Shows, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 16-12051) on Sept. 15, 2016. The Debtors hired Pachulski Stang Ziehl & Jones LLP as local Counsel; Keller & Benvenutti LLP as general counsel; Arch & Beam Global, LLC as financial advisor; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. The cases are assigned to Judge Laurie Selber Silverstein. DENNIS LEE EDWARDS: Sept. 29 Disclosures, Plan Confirmation Hearing ------------------------------------------------------------------- Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland scheduled a hearing to consider the approval of Dennis Lee Edwards' Amended Disclosure Statement, combined with the hearing of confirmation of the Plan Sponsor's Amended Plan of reorganization has been set to be held on Sept. 29, 2016 at 10:30 a.m. The Court further ordered that acceptances and rejections of the Amended Plan may be solicited pending, and contingent upon, approval of the Amended Disclosure Statement, and has set Sept. 26, 2016 as the last day for filing and serving written objections and acceptances or rejections of the Amended Plan. About Dennis Lee Edwards Dennis Lee Edwards filed a Chapter 11 petition (Bankr. D. Md. Case No. 15-17473), on May 26, 2015. The Debtor is represented by John Douglas Burns, Esq. at The Burns Law Firm, LLC of Greenbelt, MD. Judge Thomas J. Catliota presides over the case. DENTON HARDWOODS: Can Use BB&T Cash Through Sept. 20 ---------------------------------------------------- Judge Lena Mansori James of the U.S. Bankruptcy Court for the Middle District of North Carolina authorized Denton Hardwoods, Inc. to use cash collateral through and including Sept. 20, 2016 The Debtor's authority to use cash collateral was limited to the payment of necessary and reasonable operating expenses contained in the approved budget. The Debtor was directed to make monthly adequate protection payments to Branch Banking and Trust Company in the amount of $2,750, beginning on Sept. 3, 2016. An interim hearing on the Debtor's use of cash collateral is scheduled on Sept. 20, 2016 at 9:30 am. A full-text copy of the Eighth Interim Order, dated September 6, 2016, is available at https://is.gd/FFkxkN About Denton Hardwoods, Inc. Denton, North Carolina-based Denton Hardwoods, Inc., was started in February 2001 as a lumber drying, grading and hardwood resale business. Over the years that followed, it was a profitable business, and expanded its operations through facility growth and product development. Robert Conner is the sole insider of the Debtor. He is the president and a 100% shareholder of the Debtor. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.N.C. Case No. 15-11211) on Nov. 5, 2015, estimating its assets and liabilities at between $100,001 and $500,000 each. Phillip E. Bolton, Esq., at Bolton Law Group serves as the Debtor's bankruptcy counsel. The petition was signed by Robert Gray Conner, president. Judge Lena Mansori James presides over the case. DETROIT, MI: Reaches Milestone in Bankruptcy Recovery ----------------------------------------------------- The American Bankruptcy Institute, citing Matt Helms of the Detroit Free Press, reported that marking a milestone in Detroit's recovery from insolvency, the state commission that oversees the city's finances today declared the city in substantial compliance with the terms of its exit from municipal bankruptcy -- a step toward ending state oversight. According to the report, the declaration came after certification of an audit of the city's 2014-15 budget. Detroit now must get similar approvals of the next two fiscal years before the city can be removed from state oversight as early as 2018, under a state law passed in 2014 that governs how the city must operate, the report related. "It's a major step forward," Mayor Mike Duggan in an interview after the Financial Review Commission meeting at Cadillac Place in New Center, the report further related. "The Legislature set up a process that said the city can earn its way out of direct financial oversight, and it has to balance the budgets and pay its bills for three straight years. ... I couldn't be more pleased that we have one year down, and we've been certified as being fully compliant with the statute." Detroit has posted surpluses in recent years on the city's annual budget of roughly $1 billion, and the Duggan administration also projects a balanced budget for 2016-17, the report said. If the city stays within budget, and an audit is certified in 2018, Detroit could end a period of direct oversight and go into a period when the review commission would be mostly dormant, the report added. About the City of Detroit The City of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The City's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. Detroit is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers appointed in the case is represented by Dentons US LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's financial advisor. Detroit filed a notice that the effective date of its bankruptcy-exit plan occurred on Dec. 10, 2014. Judge Steven Rhodes on Nov. 12, 2014, entered an order confirming the Eighth Amended Plan for the Adjustment of Debts of the City of Detroit. Thomas Tucker, a federal bankruptcy judge since 2003, took over Detroit's landmark bankruptcy case following the retirement of Judge Rhodes. DEWDROP ENTERPRIZES: Disclosures OK'd; Plan Hearing on Sept. 23 --------------------------------------------------------------- The Hon. Phyllis M. Jones of the U.S. Bankruptcy Court for the Eastern District of Arkansas has approved Dewdrop Enterprizes, Inc.'s disclosure statement describing the Debtor's plan of reorganization. The hearing to consider the confirmation of the Plan will be held on Sept. 23, 2016, at 9:30 a.m. Objections to the Plan must be filed by Sept. 21, 2016. The Court approved the Debtor's Disclosure Statement as providing adequate information as required by the Code on July 28, 2016. While the Debtor filed its first amended plan on June 20, 2016, together with its amended disclosure statement, the Plan was again amended on Aug. 24, 2016. The Plan is ready for distribution to all creditors and interested parties and the setting of a date for confirmation of the Plan. The Disclosure Statement is approved with non-substantive changes and these substantive changes: 1. attached Exhibit A to the court order is substituted as the Disclosure Statement's Liquidation Analysis; 2. language regarding treatment of M&P in Section 2.4 has been amended; 3. parcel numbers 003-0045-001 and 003-000444-000 in Southern Bank's treatment in Section 2.4 has been amended to read 003-00445-001 and 003-00444-000, respectively; 4. the Debtor's creditors, Centennial Bank and First Security Bank, were originally treated as secured creditors in Section 2.4; but by virtue of the surrender and subsequent foreclosure of the Debtor's interest in the properties securing the debts to Centennial Bank and First Security Bank, these creditors are now listed as unsecured creditors; 5. the language in section 6.7 that states, "as required under 11 U.S.C. Section 1129" has been removed; 6. Section 6.8 "Tax Consequences of Plan" has been added which states that creditors and equity interest holders concerned with how the plan may affect their tax liability should consult with their own accountants, attorneys, and advisors. These are the anticipated tax consequences of the Plan: (1) tax consequences to the Debtor of the Plan will be determined under the Subsection S of the Internal Revenue Service; general tax consequences on creditors of any discharge, and the general tax consequences of receipt of plan consideration after confirmation; and 7. Section 11.5.3 has been amended to provide for 30 days to respond to an objection to any claims. The notice period for Objections to the Plan is a minimum of 28 days. The date fixed as the last day for filing written ballots accepting or rejecting Debtor's Plan is Sept. 21, 2016. The acceptance or rejection will be by the ballot and must be received by the attorney for the Debtor by Sept. 21, 2016, in order to be counted. Headquartered in Bald Knob, Arizona, Dewdrop Enterprizes, Inc., is a real estate investor/operator. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D. Ark. Case No. 15-12975) on June 17, 2015, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Mark Pearrow, CEO. Judge Phyllis M. Jones presides over the case. Joel G. Hargis, Esq., at Joel G. Hargis, P.A., serves as the Debtor's counsel. DEXTER AXLE: Moody's Retains B2 CFR on Companies Acquisition ------------------------------------------------------------ Moody's Investors Service says Dexter Axle Company's acquisition of two companies, including Rockwell American, is credit negative but does not impact the company's ratings, including Dexter's B2 Corporate Family Rating, B2-PD Probability of Default Rating (PDR), B1 senior secured first lien credit facilities' rating or its stable rating outlook. RATINGS RATIONALE The principal methodology used in these ratings/analysis was Global Manufacturing Companies published in July 2014. Headquartered in Novi, Michigan, Dexter Axle Company is a manufacturer of axles and related products. In December 2015, Dexter acquired AL-KO Vehicle Technology (AL-KO VT), a division of AL-KO SE, leading manufacturer of primarily axles and motorized chassis in Europe and Australia. Dexter is majority owned by Sterling Group Partners III, L.P., a Houston-based investment fund. Pro-forma for the merger, revenues for the twelve months ended June 30, 2016, were approximately $1.1 billion. DEXTER AXLE: S&P Affirms 'B+' Rating on $390MM Term Loan -------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issue-level rating on Dexter Axle Co.'s pro forma $390 million term loan, which includes the recently proposed $80 million incremental term loan. The '3' recovery rating on the term loan remains unchanged, indicating S&P's expectation for meaningful (50%-70%; upper half of the range) recovery in the event of a payment default. All of S&P's other ratings on Dexter Axle remain unchanged. The company is pursuing an $80 million incremental term loan to fund its acquisition of Rockwell American, a manufacturer and distributor of trailer parts and accessories. The $80 million term loan will be incremental to the company's existing $310 million term loan. S&P expects that all of the key terms related to the deal will remain unchanged. S&P's corporate credit rating on Dexter Axle reflects the company's significant exposure to the niche industrial and utility (I&U) trailer and recreational vehicle (RV) markets and its high product concentration, as over half of its total sales are related to axles and chassis. These factors are somewhat offset by the company's strong market share in the I&U and RV space and its diverse geographic footprint (approximately 40% of its sales are generated outside the U.S.). S&P expects the company's adjusted debt-to-EBITDA metric to remain above 4x over the next 12 months, which is consistent with S&P's current rating. RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario assumes a default in 2020 against the backdrop of a sustained economic downturn, which results in a significant decline in construction activity, consumer demand, and--ultimately--demand for the company's products. -- S&P assumes that the company would be able to successfully re-emerge from a default scenario. -- S&P's recovery analysis incorporates the company's $60 million revolving credit facility, proposed $390 million pro forma term loan, EUR134.9 million term loan, and $65 million of subordinated debt. Simulated default assumptions -- S&P assumes that the company will seek covenant amendments on its path to default--resulting in higher interest costs— and anticipate that it will have drawn approximately 85% of its revolving credit facility. -- To value Dexter Axle, S&P applied a 5x multiple to its estimated post default emergence EBITDA of $85 million, which results in a gross enterprise value of about $425 million. -- S&P has revised its default emergence EBITDA to $85 million from $80 million to reflect the company's increased scale and size in conjunction with the Rockwell acquisition. Other assumptions include: -- LIBOR of 350 basis points (bps)at default; -- A 150 bp increase in the interest margin on the company's revolving credit facility to reflect the likely amendment prior to default; and -- All debt amounts include six months of prepetition interest. Simplified waterfall -- Simulated year of default: 2020 -- Emergence EBITDA: $85 million -- Implied emergence value multiple: 5.0x -- Net enterprise value (after 5% admin. costs): $404 million -- Valuation split (obligor/nonobligors): 75%/25% -- Secured debt claims: $587 million -- Recovery expectations: 50%-70% (higher end of the range) -- Unsecured debt claims: $76 million -- Recovery expectations: Not rated RATINGS LIST Dexter Axle Co. Corporate Credit Rating B+/Stable/-- Ratings Affirmed Dexter Axle Co. Senior Secured $390M Term Loan B+ Recovery Rating 3H DIVERSIFIED RESOURCES: Delays Filing of July 31 Form 10-Q --------------------------------------------------------- Diversified Resources, Inc. notified the Securities and Exchange Commission regarding the delay in the filing of its quarterly report on Form 10-Q for the period ended July 31, 2016. The Company said it did not complete its financial statements in sufficient time so as to allow the filing of the report by Sept. 14, 2016. About Diversified Resources Diversified Resources Inc. is active in oil and gas exploration and production in the Rocky Mountain region of the U.S. The Company maintains its headquarters in Littleton, Colorado. Diversified Resources reported a net loss of $4.81 million on $602,980 of operating revenues for the year ended Oct. 31, 2015, compared to net income of $726,120 on $161,623 of operating revenues for the year ended Oct. 31, 2014. As of April 30, 2016, Diversified had $22.9 million in total assets, $12.5 million in total liabilities and $10.4 million in total stockholders' equity. Frazier & Deeter, LLC, in Atlanta, Georgia, issued a "going concern" qualification on the consolidated financial statements for the year ended Oct. 31, 2015, citing that the Company has an accumulated deficit and has incurred significant operating losses and has a working capital deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. ECOSPHERE TECHNOLOGIES: Obtains $250,000 Financing from Brisben --------------------------------------------------------------- Ecosphere Technologies, Inc., and Brisben Water Solutions, LLC entered into a loan arrangement pursuant to which the Lender loaned the Company $250,000 in exchange for a 10% secured convertible promissory note convertible into shares of common stock of the Company at $0.115 per share. The loan matures Dec. 15, 2017. As further consideration for the loan, the Company also issued the Lender 4,347,826 five-year warrants to purchase shares of the Company's common stock, exercisable at $0.045 per share, on terms otherwise identical to warrants previously issued to the Lender. The obligations under the note are secured by an Amended and Restated Security Agreement between the parties, the terms of which have been previously disclosed. The Company did not provide additional collateral in connection with issuance of the Note. Simultaneously with issuance of the note, the Company and the Lender amended their previously disclosed 5% royalty agreement pursuant to which the Lender will now receive 7% of certain revenues from one of the Company's proposed agriculture centers. About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere reported a net loss of $23.06 million on $721,179 of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $11.49 million on $1.11 million of total revenues for the year ended Dec. 31, 2014. As of June 30, 2016, Ecosphere had $3.03 million in total assets, $14.2 million in total liabilities, $3.92 million in total redeemable convertible cumulative preferred stock and a total deficit of $15.08 million. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company reported a net loss of $23.07 million and $11.5 million in 2015 and 2014, respectively, and cash used in operating activities of $1.76 million and $4.55 million in 2015 and 2014, respectively. At Dec. 31, 2015, the Company had a working capital deficiency, stockholders' deficit and accumulated deficit of $9.32 million, $12.2 million and $132 million, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. ELBIT IMAGING: Closes Debt Repayment Agreement with Financing Bank ------------------------------------------------------------------ Elbit Imaging Ltd. announced the closing of a Debt Repayment Agreement by Plaza Centers N.V., an indirect subsidiary of the Company, with a financing bank. Plaza has also completed the sale of the shares in Zgorzelec Plaza Shopping Center in Poland. A share purchase agreement has been signed between Plaza and an appointed shareholder nominated by the Bank, after which the remainder of the DRA process was completed, including delivery of a Release Letters to Plaza, and removing a mortgage over an asset of Plaza in Leszno, Poland (valued at EUR0.8 million), as described in the announcement dated June 30, 2016. As previously stated, Plaza expects to recognize an accounting profit of approximately EUR10 million, stemming from the release of EUR23 million of the outstanding (and partially recourse) loan (including accrued interest thereof), against an outstanding asset valued at EUR12 million as of June 30, 2016. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47 million of revenues for the year ended Dec. 31, 2015, compared to profit of NIS 1 billion on NIS 461,000 of revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Elbit Imaging had NIS 778.25 million in total assets, NIS 758.96 million in total liabilities and NIS 19.28 million in shareholders' equity. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. ELBIT IMAGING: Unit Closes Sale of Riga Plaza for EUR93.4 Million ----------------------------------------------------------------- Elbit Imaging Ltd. announced that Plaza Centers N.V., an indirect subsidiary of the Company, has completed the sale of Riga Plaza shopping and entertainment centre in Riga, Latvia, to a global investment fund. As previously stated, the agreement reflects a value for the business of EUR93.4 million (reflecting 100%), which is in line with the last reported book value. Following a price adjustment mechanism and costs incurred in respect of the completion of the sale, Plaza will receive EUR17.8 million in cash after repayment of banks loan (representing Plaza's share of the sale of the business), with an additional EUR0.6 million expected to be received within the next 25 months. In line with Plaza's stated restructuring plan, at least 75% of the net cash will be distributed to Plaza's bondholders in the fourth quarter of 2016. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47 million of revenues for the year ended Dec. 31, 2015, compared to profit of NIS 1 billion on NIS 461,000 of revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Elbit Imaging had NIS 778.25 million in total assets, NIS 758.96 million in total liabilities and NIS 19.28 million in shareholders' equity. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. EMMAUS LIFE: Inks Share Purchase Agreement with KPM and Hanil ------------------------------------------------------------- Emmaus Life Sciences, Inc., entered into a letter agreement with KPM Tech Co., Ltd. and Hanil Vacuum Co., Ltd., both Korean-based public companies whose shares are listed on KOSDAQ, a trading board of Korea Exchange in South Korea. In the letter agreement, the parties agree that KPM and Hanil will purchase by Sept. 30, 2106, $17 million and $3 million, respectively, of shares of the Company's common stock at a price of $4.50 per share. For the Company's part, it agrees to invest $13 million and $1 million in future capital increases by KPM and Hanil, respectively, at prices based upon the trading prices of KPM and Hanil shares on KOSDAQ. The letter agreement contemplates that KPM and Hanil may purchase additional shares of the Company's common stock in a second transaction to be mutually agreed upon by the parties. In connection with the letter agreement, KPM and Hanil are expected to enter into the Company's standard form subscription agreement with respect to their purchase of shares which contains customary representations and warranties of the parties. Pursuant to the terms of a subscription agreement dated as of Sept. 11, 2013, among the company and certain purchasers of shares of the Company's common stock and warrants to purchase shares of the Company's common stock, the purchasers are entitled to participation rights with respect to the sale of shares pursuant to the letter agreement. To the extent the purchasers exercise their participation rights, the Company may be obliged to sell to them a specified number of shares of its common stock at the price per share and other terms set forth in the letter agreement. There can be no assurance that any purchaser will exercise its participation rights or that any shares of the Company's common stock will be issued to any purchaser. About Emmaus Life Emmaus Life Sciences, Inc., is engaged in the discovery, development, and commercialization of treatments and therapies primarily for rare and orphan diseases. This biopharmaceutical company's headquarters is in Torrance, California. Emmaus Life reported a net loss of $12.7 million on $590,114 of net revenues for the year ended Dec. 31, 2015, compared to a net loss of $21.8 million on $500,679 of net revenues for the year ended Dec. 31, 2014. As of June 30, 2016, Emmaus Life had $1.26 million in total assets, $32.9 million in total liabilities and a total stockholders' deficit of $31.7 million. SingerLewak LLP, in Los Angeles, California, 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, its total liabilities exceed its total assets and it has an accumulated stockholders' deficit. This raises substantial doubt about the Company's ability to continue as a going concern. ENERGY FUTURE: Bankruptcy Court OKs NextEra Mergers Agreements -------------------------------------------------------------- NextEra Energy, Inc., on Sept. 19, 2016, disclosed that the U.S. Bankruptcy Court for the District of Delaware has approved Energy Future Holdings Corp. ("EFH") entering into the previously announced definitive agreements with NextEra Energy pursuant to which NextEra Energy will acquire 100 percent of the equity of reorganized EFH, reorganized Energy Future Intermediate Holding Company LLC ("EFIH"), Oncor Electric Delivery Holdings Company LLC ("Oncor Holdings") and certain other subsidiaries, including Oncor Holdings' approximately 80 percent ownership interest in Oncor Electric Delivery Company ("Oncor"). The proposed transaction was announced on July 29, 2016. The definitive agreements are part of EFH's overall plan of reorganization that is designed to allow the company to emerge from Chapter 11 bankruptcy. In addition, NextEra Energy on Sept. 19 disclosed that certain funds advised by Fidelity Management and Research Company, which such funds are creditors of EFH, have entered into the amended and restated plan support agreement with EFH and NextEra Energy. The plan support agreement is one of the definitive agreements included in EFH's overall plan of reorganization. NextEra Energy also said on Sept. 19 that it expects to file soon with Oncor a joint application with the Public Utility Commission of Texas requesting approval of the proposed transaction. "We are pleased by today's bankruptcy court ruling and view it as an important next step in the process to acquire Oncor," said Jim Robo, chairman and chief executive officer of NextEra Energy. "Our proposed transaction provides Oncor with a financially strong, utility-focused owner that shares Oncor's commitment to providing customers with affordable, reliable electric delivery service and significant value and certainty for the EFH bankruptcy estate. With this important milestone behind us, we look forward to working closely with additional EFH creditors to gain their support for successful confirmation of EFH's plan of reorganization and, together with Oncor, filing our joint application for transaction approval soon with the Public Utility Commission of Texas." Benefits to Oncor and its customers Should the necessary approvals be obtained, Oncor will join a family of companies that shares its commitment to making the smart, long-term investments necessary to maintain and support affordable, reliable electric service. In returning Oncor to a traditional utility ownership structure, the proposed transaction is expected to, among other things: -- Extinguish all EFH and EFIH debt that currently resides above Oncor as part of the closing; -- Improve Oncor's financial strength and credit ratings resulting in more favorable borrowing rates to fund necessary capital investments -- based solely on the news of the merger announcement, Moody's Investors Service upgraded Oncor's senior secured credit rating from Baa1 to A3 and placed the rating on review for further upgrade. In addition, Standard & Poor's Financial Services revised Oncor's outlook to positive from developing and Fitch Ratings placed Oncor on Rating Watch Positive; -- Ensure the support of Oncor's existing five-year capital plan, which includes substantial and necessary planned capital improvement projects across the state; -- Enhance Oncor's ability to provide safe, reliable and affordable electric delivery service to its customers well into the future by partnering with a world-class energy company with a long-term commitment to Texas; -- Retain local management, the Dallas headquarters and the Oncor name; -- Provide workforce stability and protections for Oncor employees, including no material involuntary workforce reductions at Oncor for at least two years after the transaction closes; -- Embrace a robust set of regulatory and governance commitments regarding electric reliability, operations, employee protections, accounting, code of conduct and Public Utility Commission of Texas reporting; and -- Eliminate the financial risks to Oncor created by the 2007 EFH acquisition and facilitate the resolution of the EFH bankruptcy. Benefits to creditors The proposed transaction provides significant value and certainty for the creditors of the EFH bankruptcy estate. With creditor repayment composed primarily of cash, the transaction would deliver a high degree of certainty of value to the EFH bankruptcy estate. Transaction details and approvals On Sept. 19, NextEra Energy signed a merger agreement amendment with EFH that, among other things, increased the previously announced purchase price by $300 million. As part of the transaction, NextEra Energy intends to fund $9.8 billion, primarily for the repayment of EFIH debt for an implied total enterprise value of $18.7 billion. Of that amount, it is expected that certain creditors will be paid primarily in cash with the remainder in NextEra Energy common stock. The number of shares issuable to such creditors and EFH creditors will be determined based on the estimated cash on hand at EFH at the closing of the transaction, the volume weighted average price of NextEra Energy common stock for a specified number of days leading up to the closing and other factors specified in the definitive agreements. NextEra Energy intends to use a combination of debt, convertible equity units and proceeds from asset sales to fund cash being provided to creditors. The transaction is not subject to any financing contingencies. NextEra Energy intends to repay in full the EFIH first lien debtor-in-possession ("DIP") financing facility (currently approximately $5.4 billion principal amount) using cash financed by a non-EFH/Oncor NextEra Energy affiliate upon closing. As part of EFH's plan of reorganization, the transaction would extinguish all EFH and EFIH debt that currently exists above Oncor. Except as set forth in the merger agreement, EFH is now prohibited from soliciting proposals from third parties. At any time prior to confirmation of the EFH plan of reorganization, which is currently anticipated to occur in December, should EFH terminate the definitive agreement because it chooses to proceed with a superior alternative transaction, EFH would be obligated to pay NextEra Energy a $275 million termination fee upon the closing of the alternative transaction. The transaction is subject to bankruptcy court confirmation of EFH's plan of reorganization, approval by the Public Utility Commission of Texas and the Federal Energy Regulatory Commission, the expiration or termination of the waiting period under the Hart-Scott-Rodino Act, and other customary conditions and approvals. NextEra Energy expects the transaction, which has been approved by the boards of directors of both NextEra Energy and EFH, to be completed in the first quarter of 2017. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of only of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. * * * In December 2015, the Bankruptcy Court confirmed the Debtors' Sixth Amended Joint Plan of Reorganization. In May 2016, certain first lien creditors of TCEH delivered a Plan Support Termination Notice to the Debtors and the other parties to the Plan Support Agreement, notifying the parties of the occurrence of a Plan Support Termination Event. The delivery of the Plan Support Termination Notice caused the Confirmed Plan to become null and void. Following the occurrence of the Plan Support Termination Event as well as the termination of a roughly $20 billion deal to sell the Debtors' stake in Oncor Electric Delivery Co., the Debtors filed the Plan of Reorganization and the Disclosure Statement with the Bankruptcy Court on May 1, 2016. On May 11, they filed an amended joint plan of reorganization and a related disclosure statement. In June 2016, Judge Sontchi approved the disclosure statement explaining Energy Future Holdings Corp., et al.'s second amended joint plan of reorganization of the TCEH Debtors and the EFH Shared Services Debtors. On Aug. 27, 2016, Judge Sontchi confirmed the Chapter 11 exit plans of two of Energy Future Holdings Corp.'s subsidiaries, power generator Luminant and retail electricity provider TXU Energy Inc. ENUMERAL BIOMEDICAL: Unit Extends NCI Contract Until March 2017 --------------------------------------------------------------- Enumeral Biomedical Corp., a wholly owned subsidiary of Enumeral Biomedical Holdings, Inc., entered into an Amendment of Solicitation/Modification of Contract with the National Cancer Institute related to that certain Award/Contract, dated as of Sept. 10, 2014, between Enumeral and NCI. Pursuant to the terms of the Amendment, the period of performance under the NCI Contract is extended to March 15, 2017. About Enumeral Enumeral Biomedical Holdings, Inc., is engaged in the discovery of monoclonal antibodies and other novel biologics for the diagnosis and treatment of cancer, infectious and inflammatory diseases. The Company is currently focused on developing next generation antibodies that are more precise in their effects on tumor- and tissue-inflitrating lymphocyte functions via modulation of regulatory proteins known as checkpoints. As of June 30, 2016, Enumeral had $3.49 million in total assets, $3.31 million in total liabilities and $172,770 in total stockholders' equity. Enumeral reported net income of $3.29 million in 2015 following a net loss of $8.17 million in 2014. Friedman LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing tha the Company has recurring losses which raise substantial doubt about its ability to continue as a going concern. EPICENTER PARTNERS: Hires Beus Gilbert to Assist in Re-Zoning ------------------------------------------------------------- Epicente Partners, LLC and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Arizona to employ Beus Gilbert PLLC as professionals used in the ordinary course of business. The Debtor will require the service of the Beus Gilbert while operating as debtors-in- possession under the Bankruptcy Code to enable the Debtors to continue normal business activities that are essential to their businesses and to their reorganization efforts. Specifically, the Debtors need the services of Beus Gilbert to assist in rezoning and obtaining other development entitlements, including without limitation representation before the Arizona State Land Department and the City of Phoenix. The Debtors continue to require the ongoing services of Beus Gilbert through the course of this Bankruptcy Case. Beus Gilbert will be paid at these hourly rates: Members $335-$635 Associates $185-$210 Planning Consultants $230-$245 Assistant Planning Consultants $110 Paralegals $175-$205 Project Assistants $55-$100 Support Staff Overtime $18-$53 All fees and costs incurred by the Beus Gilbert shall be paid as administrative expenses by the Debtors in accordance with Bankruptcy on terms set forth by the Bankruptcy Court. Franklyn D. Jeans, Esq., member at the law firm of Beus Gilbert 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 Debtors and their estates. Beus Gilbert may be reached at: Franklyn D. Jeans, Esq. Beus Gilbert PLLC 701 North 44th St., Phoenix, AZ 85008 Phone: 480-429-3000 Fax: 480-429-3100 E-mail: fjeans@buesgilbert.com About Epicenter Partners   Epicenter Partners LLC and Gray Meyer Fannin LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 16-05493) on May 16, 2016. GMF came into existence in 2001. It was originally formed for the purpose of providing development services for affiliates. Epicenter came into existence in 2004. It was formed for the purposes of acquiring, managing, selling or holding land for investment. Both Debtors are fully owned by Gray/Western Development Company and managed, pursuant to that entity, by Bruce Gray.   The Debtors tapped Thomas J. Salerno, Esq., at Stinson Leonard Street, LLP, as their Chapter 11 counsel.   Epicenter Partners disclosed $143,212,665 in assets and $66,913,279 in liabilities.   The Office of the U.S. Trustee on June 15, 2016, appointed five creditors of Epicenter Partners LLC and Gray Meyer Fannin LLC to serve on the official committee of unsecured creditors. The  Committee is represented by Michael W. Carmel, Ltd., as counsel.  ERF WIRELESS: Taps AEI to Evaluate Options, Mulls Restructuring --------------------------------------------------------------- ERF Wireless Inc. on Sept. 15, 2016, disclosed that it intends to engage the firm of Asset Econometrics Inc. (AEI), a Dallas-based turnaround and workout company, to evaluate the company and its options regarding the possibility of debt restructuring and/or bankruptcy. The company has significantly declined due to the major drop in oil prices and has over the past two years sold off some of its assets to shed itself of a major debt burden but continues to be in financial distress. In addition to the evaluation of the company's current options, AEI will also provide its suggestions to the company as to how it may move forward in the future. AEI will also be talking to the creditors of the company to assess the possibility of completing a non-judicial restructuring without the necessity of a Chapter proceeding. About ERF Wireless Based in League City, Texas, ERF Wireless, Inc. (OTC PINK: ERFB) provides secure, high-capacity wireless products and services to a broad spectrum of customers in primarily underserved, rural and suburban parts of the United States. ERF Wireless reported a net loss attributable to the company of $7.26 million in 2013, a net loss of $4.81 million in 2012, and a net loss of $3.37 million in 2011. As of Sept. 30, 2014, the Company had $3.59 million in total assets, $10.4 million in liabilities, and a $6.84 million shareholders' deficit. ERNETTE MARTIN: Hearing on Disclosures Set For Oct. 18 ------------------------------------------------------ The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida has set for Oct. 18, 2016, at 10:30 a.m. the hearing to consider the adequacy of Ernette V. Martin's disclosure statement explaining the Debtor's Chapter 11 plan. Objections to the Disclosure Statement must be filed by Oct. 11, 2016. The Debtor filed a Chapter 11 plan of reorganization that will set aside $5,000 to pay general unsecured creditors. Under the plan, general unsecured creditors will share pro rata in a total distribution of $5,000. These creditors will receive a quarterly payment of $250 for a period of five years, with the first payment due on the first day of the month following the effective date of the plan. The funds to make the initial payments will come from the Debtor's bank account. Funds to be used to make cash payments will come from the Debtor's investment properties, and income from employment, according to the Debtor's disclosure statement detailing the plan. A copy of the disclosure statement is available for free at https://is.gd/uT6Q4i Ernette V. Martin filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-13031) on March 2, 2016. The Debtor is represented by Chad T. Van Horn, Esq., at Van Horn Law Group, P.A., in Fort Lauderdale, Florida. EUROMODAS INC: Unsecured Creditors to Get 5% Under Exit Plan ------------------------------------------------------------ General unsecured creditors of Euromodas, Inc., will get 5% of their claims under the company's proposed plan to exit Chapter 11 protection. Under the restructuring plan, holders of general unsecured claims of $50,000 or less, will be paid 5% of their claims on the effective date of the plan. These creditors will receive cash payments. Meanwhile, general unsecured creditors with claims over $50,000, will be paid 5% of their claims through 60 equal consecutive monthly installments of $467, commencing on the effective date of the plan and continuing on the 30th day of the subsequent 59 months. General unsecured creditors assert a total of $1.28 million. The Debtor will pay creditors from the cash resulting from its operations, according to the disclosure statement filed with the U.S. Bankruptcy Court for the District of Puerto Rico. A copy of the disclosure statement is available for free at https://is.gd/b0fCkK The Debtor is represented by: Enrique M. Almeida-Bernal Almeida & Davila, PSC P.O. Box 191757 San Juan, PR 00919-1757 Tel : 787-722-2500 Fax: 787-777-1376 Email: info@almeidadavila.com About Euromodas Inc. Euromodas, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 15-09174) on November 19, 2015. The petition was signed by Juan Carlos Castiel Diaz, president. At the time of the filing, the Debtor estimated its assets at $100,000 to $500,000 and debts at $1 million to $10 million. EXOTICA ACADEMY: Wants 60-Day Exclusivity Periods Extension ----------------------------------------------------------- Exotica Academy, Inc. asks the U.S. Bankruptcy Court for the Southern District of Florida to extend its exclusive periods to file a chapter 11 plan and solicit acceptances to the plan, for an additional 60 days. The Debtor's exclusive period to file a chapter 11 plan was slated to expire on September 16, 2016, and its exclusive period to solicit acceptances to the plan is slated to expire November 15, 2016, respectively. The Debtor owns a commercial building located at 6229 Miramar Parkway, Miramar, Florida, where it operated its hair stylist training academy pre-petition. The Debtor relates that it has entered into a Court-approved purchase and sale contract, for the sale of its property in an amount sufficient to pay off all liens in full. The Debtor further relates that the sale is expected to close by early October, 2016. The Debtor tells the Court that the section 341 meeting of creditors was held and concluded on February 19, 2016. The Debtor further tells the Court that the pre-petition claims bar date was May 19, 2016. The Debtor contends that sufficient cause exists to extend its statutory exclusive periods to file the plan and disclosure statement and to obtain the requisite acceptances of the plan based upon the Debtor's Court-approved section 363 sale of its property expected to close within three weeks with all liens paid off at closing. About Exotica Academy, Inc. Exotica Academy, Inc., owns a commercial building located at 6229 Miramar Parkway, Miramar, Florida, where it operated its hair stylist training academy pre-petition. It filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-10749) on Jan. 19, 2016. The petition was signed by Sandra McCrea, president. The Debtor is represented by Nathan G. Mancuso, Esq., at Mancuso Law, P.A. The Debtor estimated assets at $500,001 to $1 million and liabilities at $100,001 to $500,000 at the time of the filing. FALCON GENOMICS: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Falcon Genomics, Inc. Falcon Genomics, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Pa. Case No. 16-23254) on September 1, 2016. The petition was signed by Rula Abbud-Antaki, president. The case is assigned to Judge Carlota M. Bohm. The Debtor is represented by Christopher M. Frye, Esq., and Kenneth Steidl, Esq., at Steidl & Steinberg. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $100,000 to $500,000. FINJAN HOLDINGS: Awarded U.S. Patent for Malicious Mobile Code -------------------------------------------------------------- Finjan Holdings, Inc., and its subsidiary Finjan, Inc., announced that on Sept. 13, 2016, the United States Patent & Trademark Office issued U.S. Patent No. 9,444,844 to Finjan, entitled "Malicious Mobile Code Runtime Monitoring System and Methods." "Like our core patented technologies that provide multiple layers of cyber protection, the grant of our 28th U.S. patent adds another layer of protection to our on-going innovations. Moreover, it demonstrates that Finjan's technology remains relevant, sustainable, worthy of protection, and valuable," commented Julie Mar-Spinola, Finjan Holding's chief IP officer. About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Finjan Holdings reported a net loss of $12.6 million in 2015, a net loss of $10.5 million in 2014 and a net loss of $6.07 million in 2013. As of June 30, 2016, the Company had $20.4 million in total assets, $4.32 million in total liabilities, $14.97 million in redeemable preferred stock and $1.12 million in total stockholders' equity. FIRED UP: Sale of Used Equipment in Katy for $17K Approved ---------------------------------------------------------- Judge Tony M. Davis of the U.S. Bankruptcy Court for the Western District of Texas authorized Fired Up, Inc., to sell used equipment located at 21875 Katy Freeway, Katy, Texas, to Wholesale Restaurant Supply for $17,105. The sale is free and clear of liens, claims and encumbrances. The Debtor will segregate and hold the sum of $2,821 representing the estimated 2016 ad valorem taxes that will be owed to the Harris County taxing authorities and $534 representing the estimated 2016 ad valorem taxes that will be owed to Interstate Municipal Utility District pending further order of the Court. The 14-day stay of Rule 6004(h) of the Federal Rules of Bankruptcy Procedure is waived. About Fired Up, Inc. Fired Up, Inc., the Austin, Texas-based owner and operator of the Johnny Carino's Italian restaurant chain, sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 14-10447) on March 27, 2014, in Austin, Texas. It estimated assets and debt of $10 million to $50 million. As of the bankruptcy filing, Fired Up had 2,900 employees and owned and operated 46 company-owned stores known as Johnny Carino's Italian in seven states (Texas, Arkansas, Colorado, Louisiana, Idaho, Kansas and Missouri) and 61 franchised or licensed locations in 17 states and four other countries (Bahrain, Dubai, Egypt and Kuwait). The Debtor disclosed $10,360,877 in assets and $36,139,375 in liabilities. The Debtor is represented by Barbara M. Barron, Esq. and Lynn Saarinen, Esq., at Barron & Newburger, P.C., in Austin. The U.S. Trustee appointed a seven-member Official Committee of Unsecured Creditors. The Committee tapped Pachulski Stang Ziehl & Jones LLP as its counsel, and FTI Consulting, Inc., as its financial advisor. FLAVORS HOLDINGS: S&P Lowers CCR to 'B-', Outlook Negative ---------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Flavors Holdings Inc. to 'B-' from 'B'. The outlook is negative. At the same time, S&P lowered its issue-level ratings on the company's $50 million senior secured revolving credit facility due 2019 and $350 million senior secured first-lien term loan due 2020 to 'B-' from 'B+'. S&P revised the recovery ratings to '3', indicating its expectations for meaningful (50% to 70%, upper half of the range) recovery in the event of a payment default, from '2'. S&P also lowered its issue-level rating on the company's $50 million senior secured second-lien term loan due 2021 to 'CCC+' from 'B'. S&P revised the recovery rating to '5', indicating its expectations for modest (10% to 30%, upper half of the range) recovery in the event of a payment default, from '4'. Adjusted debt for the 12 months ended June 30, 2016, was $400 million. The downgrade and negative outlook reflect Flavors' weak financial flexibility and S&P's estimation that the company will not meet its first-lien net leverage covenant when it steps down to 5x in the first quarter of 2017. S&P estimates its covenant cushion will be 0%-5% for the year-end 2016 before the covenant step-down. In addition, S&P expects external liquidity sources to tighten as the company borrows over $40 million under its $50 million committed revolving credit facility in 2016 to invest in branding efforts for its stevia-based sweetener product, Whole Earth. These factors make it imperative that the company execute on its strategy to grow its sweetener business, a strategy it has not been successful at in the past, or else it will have trouble repaying the borrowings under the revolving credit facility, leading to continued constrained liquidity. Moreover, S&P believes it will likely need to amend its credit facility to loosen covenant levels. S&P revised the recovery ratings due to its revision down of the valuation of the company to about $246 million (from $289 million previously), representing a fixed-charge proxy valuation approach as the company is now rated 'B-' and closer to default. The negative outlook reflects the likelihood that S&P could lower the rating over the next 12 months if the company is unable to widen the cushion to its convenient to at least 10%, or if it does not receive an amendment from its banks to loosen the covenants on its credit facility, continues to generate negative free operating cash flow, or if revolver borrowings are above S&P's expectations, leading to further constrained liquidity. S&P could revise the outlook to stable if the company improves financial flexibility by reducing its borrowings under its revolving credit facility, receives an amendment to loosen its covenants such that it can sustain covenant cushion at least at 10%, and is able to generate positive free operating cash flow. S&P believes it can also alleviate its liquidity issues if the company is successful at its Whole Earth and growth strategy and EBITDA exceeds S&P's base-case assumptions. FOODSERVICEWAREHOUSE.COM: Selling Loubat Marks for $1.5K -------------------------------------------------------- FoodServiceWarehouse.com, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to authorize the sale of intellectual property that is associated with Loubat Equipment Co., Inc., to Richard's Restaurant Supply for $1,500. In October 2013, the Debtor purchased Loubat, a supply business that sold glassware, equipment and small wares to restaurants. Loubat operated in the greater New Orleans area. After the acquisition, the business was not operating at a profit, and the Debtor made the business decision to cease operations. In summary, the assets to be sold to Richard's Restaurant Supply include: a. operating names: (i) Loubat; (ii) Loubat – Zulli; (iii) Loubat Equipment Co.; (iv) The Loubat Glassware & Cork Co.; and (v) Loubat Hotel & Restaurant Supply Co.; b. domain names: (i) loubat-zulli.com; (ii) loubat.com; (iii) loubatzulli.com; (iv) loubatzulli.net; (v) zoubat.com; (vi) zoubat.net; (vii) zulbat.com; and (viii) zulbat.net; and c. trade names registered with the Louisiana Secretary of State: (i) Loubat Caire Hotel & Restaurant Supply, Inc.; (ii) Loubat Glassware & Cork Co., Ltd.; and (iii) Loubat Hotel & Restaurant Supply Co. The proposed sale of the Purchase Assets is fair and reasonable and is the result of an arm's-length negotiation between the parties. The Debtor asserts that selling the Purchased Assets is an exercise of the Debtor's best business judgment. As the Debtor closed its Loubat division before the Petition Date and had suspended use of the Purchase Assets. The sale is a benefit as it provides funds for the estate. About FoodServiceWarehouse.com FoodServiceWarehouse.com, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 16-11179) on May 20, 2016. The petition was signed by Thomas Kim, chief restructuring officer. The Debtor tapped Barry W. Miller, Esq., at Heller, Draper, Patrick, Horn & Dabney, L.L.C., as counsel; r2 Advisors, LLC as financial advisor; HyperAMS, LLC, as liquidation consultant; and Donlin, Recano & Company, Inc., as its claims, noticing and solicitation agent. The case is assigned to Judge Elizabeth Magner. No trustee has been appointed and no official committee has been established in the case. The Debtor estimated assets and liabilities in the range of $10 million to $50 million. FOODSERVICEWAREHOUSE.COM: Selling SubTech Assets for $200K ---------------------------------------------------------- FoodServiceWarehouse.com, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to authorize the Purchase and Assumption of Unexpired Leases Agreement ("APA") between the Debtor, the Debtor's wholly owned subsidiary, FSW SubTech Holdings, LLC, doing business as Sub-Technologies, Inc., and PKS SubTech, LLC, for the sale of all FSW SubTech Holdings rights, title and interest in the assets listed in the APA for $200,000, or such other price if a higher price is obtained at the hearing. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/FoodServiceWarehouse_233_Sales.pdf The Debtor, an online retailer of foodservice equipment and supplies, is in the process of liquidating its assets including its inventory in the most efficient and profitable manner, which requires it to sell its inventory quickly in order to avoid its operational costs. On July 13, 2015, the Debtor formed FSW SubTech Holdings under the laws of Delaware, as wholly owned subsidiary of the Debtor. It was created to acquire significantly all the assets of Sub-Technologies, Inc., which included the accounts receivable, inventory, fixed assets, intellectual property, domain names, accounts payable, and customer deposits. The consideration paid for the purchase was zero because the value of the assumed liabilities exceeded the value of the assets. The Debtor owns 100% of FSW SubTech Holdings. FSW Subtech Holdings operates on its own revenue base and independent management and employee team. FSW Subtech Holdings operates out of a warehouse/office leased from the former owner, located in a Lee's Summit Missouri industrial park with approximately 17,400 square feet and leases warehouse space of 2,300 square feet in Toronto, Canada, to serve the Canadian market. FSW SubTech Holdings is an authorized distributor through which SUBWAY franchisees can purchase approved proprietary small wares for use in the SUBWAY chain of restaurants -- that is the small wares are manufactured for and can only be purchased by a SUBWAY franchisee. It is one of two distributors authorized to sell to the SUBWAY restaurants. Majority of the sales are through catalogue purchases. Jason Scarborough is the primary contact with SUBWAY and has a close relationship with SUBWAY. Also, Sub-Tech, Inc., established a Public Kitchen Supply Web-site in the first quarter of 2013 to market commercial kitchen supplies to non-SUBWAY customers using the existing distribution supply chain. It also distributes Keurig commercial coffee to other restaurant chains. However, these non-subway sales are only a minor portion of the business. Sub-Tech, Inc., is a party to a lease with bcIMC Realty Corp. The lease was assigned to FSW SubTech Holdings. The property is located at 1535 Meyerside Drive, Unit 2, Mississauga, Ontario, Canada, L5t 1M9. The building space is used as a warehouse to store inventory and for office space. The lease with bcIMC Realty will be assigned to the Buyer under the APA. Sub-Tech, Inc., is also a party to a lease with Wells Realty, L.L.C., dated Aug. 23, 2013. The lease was assigned to and assumed by FSW SubTech Holdings. The leased property is located at 2301 NE Independence Ave., Lee's Summit, MO. The property serves as a warehouse for inventory and for office space. The lease with Wells Realty will be assigned to the Buyer under the APA. Sub-Tech, Inc., also leased a Xerox Workcentre from Balboa Capital Corp. The lease was assumed by FSW SubTech Holdings. The lease with Balboa Capital will be assigned to the Buyer under the APA. The landlords and the lessor have indicated no opposition to the Seller for the assumption and assignment of the lease. To the extent that there are any costs pursuant to Section 365 of the Bankruptcy Code associated with assuming the lease, such costs, if any, will be paid by the Buyer. Scarborough has been acting as the chief executive officer of FSW SubTech Holdings since its inception. Scarborough is also a member of the Buyer and will act as the chief executive officer of the Buyer when it becomes operational. The Buyer has been established specifically by Scarborough and Anthony Kelley for the purpose of acquiring the property from the Seller. Kelley has served as the controller of FSW SubTech Holdings and will be employed by the Buyer as its controller subsequent to the sale. Kelley and Scarborough are the members of the Buyer. FSW SubTech Holdings will cease operations after the sale. If one or more offers, subject to the request by the Buyer, are received at or prior to the hearing on the Motion, such offer needs to acceptable to the Debtor and the Court and the Court will determine the prevailing offer. However, under the agreement with SUBWAY to sell proprietary small wares to independent franchisees, such third party offeree must be an approved purchaser by SUBWAY. The Buyer and all of those parties that have submitted an offer may participate in the bidding to be conducted by the Court during the hearing on the Motion. At the Closing, the Buyer will assume, and thereafter pay, perform and discharge only such liabilities that relate to the property being acquired and the leases being assumed. The Debtor will retain, and remain liable and obligated for any of its respective liabilities not otherwise expressly included in the assumed liabilities. It is the Debtor's understanding that majority of the inventory of FSW SubTech Holdings can only be purchased by SUBWAY franchisees. An analysis of the inventory indicates that approximately half of the items turn over less than once per year. There are items that are for sale to other restaurant chains, but such items are a small percentage of the over-all inventory. Thus, as certain items can only be purchased by SUBWAY franchisees and little inventory available for a public liquidation, a global sale is a better option over a liquidation of the inventory. All of the proceeds from the sale will be paid to the Debtor by the Buyer and will be distributed in accordance with further order of the Court or pursuant to a confirmed plan of reorganization. The Debtor is not aware of a security interest asserted against the Seller as filed by IberiaBank and/or Pride. The Debtor performed a UCC-1 search for Colorado, Delaware and Missouri which indicated no filed UCC-1 or liens against FSW SubTech Holdings. Accordingly, the Debtor, as the owner of FSW SubTech Holdings is the proper party to receive the proceeds of the sale, free and clear of any liens or encumbrances. The Debtor requests that the Court find that the terms and conditions of the APA are an integral part of the sale of the property. The Debtor requests that the Court declare that, without limiting the generality of the foregoing, the Order will constitute all approvals and consents, if any, required by law, with respect to the implementation and consummation of the APA and the Order and the transactions contemplated and authorize Katherine Young, as CEO of the Debtor, to execute any and all documentation contemplated by the APA on behalf of the Seller. Furthermore, the Debtor requests that the Court provide for a waiver of the fourteen-day stay of the order approving the sale of the purchased assets under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure such that the sale of the property to the Buyer can close as quickly as possible. The Purchaser can be reached at: PKS-SUBTECH, LLC 2301 N. E. Independence Lee's Summit, MO 64064 About FoodServiceWarehouse.com FoodServiceWarehouse.com, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 16-11179) on May 20, 2016. The petition was signed by Thomas Kim, chief restructuring officer. The Debtor tapped Barry W. Miller, Esq., at Heller, Draper, Patrick, Horn & Dabney, L.L.C., as counsel; r2 Advisors, LLC as financial advisor; HyperAMS, LLC, as liquidation consultant; and Donlin, Recano & Company, Inc. as its claims, noticing and solicitation agent. The case is assigned to Judge Elizabeth Magner. No trustee has been appointed and no official committee has been established in the case. The Debtor estimated assets and liabilities in the range of $10 million to $50 million. FOUR DIA: Can Use Cash Collateral Through Sept. 30 -------------------------------------------------- Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas authorized Four Dia, LLC to use cash collateral through Sept. 30, 2016. CapitalSpring SBLC, LLC was granted with replacement liens to the extent of any diminution in the value of the prepetition collateral or the net loss of cash collateral used by the Debtor, and a superpriority expense claim to the extent that the replacement liens are found by the Court to be insufficient to provide CapitalSpring with adequate protection. The approved Budget provides for total operating expenses of $77,846.33, covering the period beginning September 2, 2016 and ending on September 30, 2016. A final hearing on the Debtor’s use of cash collateral is scheduled for Oct. 17, 2016 at 9:00 a.m. The deadline for the filing of objections to the Debtor’s use of cash collateral is set on Oct. 10, 2016. A full-text copy of the Interim Order, dated September 8, 2016, is available at https://is.gd/uiXE6Z About Four Dia, LLC Four Dia, LLC, filed a chapter 11 petition (Bankr. N.D. Tex. Case No. 16-33459-11) on Sept. 2, 2016. The Debtor is represented by Russell W. Mills, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C. The case is assigned to Judge Harlin DeWayne Hale. Four Dia was formed on October 8, 2014 as a Texas limited liability company and continues to operate using that corporate structure. It operates a 62-room hotel located at 5750 Sherwood Way in San Angelo, Texas which is operated under a Wyndham Hotel Group franchise. Four Dia employs approximately 16 persons on a full or part-time basis. FULLCIRCLE REGISTRY: Appoints Findley as CEO and Long as CFO ------------------------------------------------------------ FullCircle Registry, Inc.'s Board of Directors appointed Jon R. Findley, 64, as chief executive officer of the Company. Mr. Findley will also serve as chief executive officer of the Company's fully-owned subsidiary FullCircle Entertainment, Inc. The Board also appointed Matthew T. Long, 41, to serve as president and chief financial officer. Mr. Findley had worked closely with Norman L. Frohreich in developing strategies to transition the Georgetown 14 Cinemas in Indianapolis, Indiana to a dine-in theater operation. Mr. Frohreich, the Company's previous president, chief executive officer and chief financial officer, died on Aug. 16, 2016, from heart complications. Georgetown 14 Cinemas is owned and operated by FullCircle Entertainment, Inc. Mr. Findley will supervise the dine-in theater transition and guide Georgetown 14 Cinemas to realize its full potential. Mr. Findley has served as an executive in the real estate development, financial services, and broadcast and television industries. Immediately prior to being appointed to his present position with the Company, he has been Principal of Stage 1 Development, LLC and Principal of Jigsaw Financial, LLC. At Stage 1 Development, which he formed in December of 2015, Mr. Findley managed financial analysis, strategic business planning, site acquisition, capital financing and project management for new real estate development projects. At Jigsaw Financial, which he formed in February 2014, Mr. Findley served as lead Financial Planner. From February 2009 until February 2014, Mr. Findley was a Financial Planner with Prudential Financial. Prior to 2009, Mr. Findley served as President and Chief Executive Officer for Smart TV, Inc. (digital television advertising); as Vice President of Programming & Production for VH-1/MTV Networks; and as Program Director for Fox Television Stations, Inc. in New York and Dallas. At VH-1, Mr. Findley supervised development of original programming, program production, news operations and on-air personnel with an annual operating budget of $30 million. With Fox Television, Mr. Findley supervised program scheduling, film and television program acquisition as well as on-air talent, creative services, public affairs, and production personnel. Mr. Findley will be granted a signing bonus of 2.5 million restricted shares of Common Stock of FullCircle Registry, Inc. to be issued on or before September 30, 2016. Also, he will be compensated $1,500.00 per bi-weekly pay period, or $39,000.00 per year in addition to performance-based compensation in the form of restricted shares in an amount to be determined at a later date. A salary review will be conducted every six months to determine possible additional compensation for the CEO based on meeting certain performance expectations. Mr. Long had served in the position of executive assistant to Mr. Frohreich, the president of FullCircle Registry, Inc., since January 2011 and has been directly involved with the Company's financial operations. In his previous position with the Company, Mr. Long was responsible for the accounting operations and preparation of the financial statements for both FullCircle Registry, Inc. and FullCircle Entertainment, Inc. Mr. Long served previously as the Accounting Director for a National Debt Settlement Law Firm and as chief financial officer for Cumberland Falls State Resort Park located in Corbin, Kentucky. Mr. Long is a graduate of Indiana University -- Bloomington (December 2000), where he earned a Bachelor of Arts Degree in Political Science & a Minor in Business Administration. Mr. Long will be compensated $1,900.00 per bi-weekly pay period, or $49,400.00 per year in addition to possible performance-based compensation in the form of restricted shares of FullCircle Registry, Inc. in an amount to be determined at a later date. Together, Mr. Findley and Mr. Long are focused on maximizing value for the Company's shareholders. About FullCircle Registry Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the acquisition of small profitable businesses. FullCircle Registry, Inc., has become a holding company with three subsidiaries. They are FullCircle Entertainment, Inc., FullCircle Insurance Agency, Inc. and FullCircle Prescription Services, Inc. Target companies for future acquisition are those in search of exit plans for the owners and are intended to continue autonomous operations as current ownership is phased out over a period of 3-5 years. FullCircle reported a net loss of $696,000 on $1.14 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $653,000 on $1.49 million of revenues for the year ended Dec. 31, 2014. Somerset CPAs, P.C., in Indianapolis, Indiana, 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 net capital deficiency that raises substantial doubt about its ability to continue as a going concern. FUNCTION(X) INC: To Effect a 1-for-20 Reverse Stock Split --------------------------------------------------------- Function(x) Inc. announced a reverse stock split of its shares of common stock at a ratio of 1-for-20 shares effective when the market opens on Sept. 16, 2016. At the market open on Friday, Sept. 16, 2016, the Company's common stock began trading on a split-adjusted basis, under the same trading symbol, FNCX. As a result of the reverse split, each 20 pre-split shares of common stock outstanding will automatically combine into one new share of common stock without any action on the part of the holders. The reverse split will also apply to common stock issuable upon the exercise of the Company's outstanding warrants and stock options. As a result of the reverse stock split, the Company's issued and outstanding shares of common stock will decrease to approximately 3,023,753 shares, post-split, from approximately 60,475,058 shares, pre-split. No fractional shares will be issued as a result of the reverse split. Owners of fractional shares outstanding after the reverse stock split will be paid cash for such fractional interests. The reverse split was approved by the Company's Board of Directors on Sept. 9, 2016, in part, to enable the Company to regain and maintain compliance with the minimum closing bid price of $1.00 per share for continued listing on The Nasdaq Capital Market. Robert F.X. Sillerman, executive chairman and chief executive officer, said, "With this reverse stock split, we expect to satisfy Nasdaq's minimum bid price requirement and to maintain compliance with that requirement as we move forward with the development of our business. We are highly confident about the long-term prospects of our Company as we continue to make Function(x) a premier destination for digital content consumption." Additional information about the reverse stock split can be found in the Company's definitive proxy statement filed with the Securities and Exchange Commission on Sept. 16, 2016, a copy of which is available at www.sec.gov. About Function(x)Inc. Function(x)Inc., formerly known as DraftDay Fantasy Sports Inc., offers a high quality daily fantasy sports experience directly to consumers and to businesses desiring turnkey solutions to new revenue streams. DraftDay Fantasy Sports Inc. is the largest shareholder of DraftDay Gaming Group, with a 44% stake. Sportech owns 35%. By combining and capitalizing on the well-established operational business assets of DraftDay and Sportech, the new DraftDay is well-positioned to become a significant player in the explosive fantasy sports market. DraftDay has paid out over $30 million in prizes with increased player retention and brand loyalty. DraftDay Fantasy Sports also operates MyGuy and Viggle Football both of which offer real-time interactive participation with professional and college football games; Wetpaint, which offers entertainment and celebrity news; and Choose Digital, a digital marketplace platform that allows companies to incorporate digital content into existing rewards and loyalty programs in support of marketing and sales initiatives. "The Company is unlikely to generate significant revenue or earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary equity or debt financing to continue development of its business and to generate revenue. Management intends to raise additional funds through equity and/or debt offerings until sustainable revenues are developed. There is no assurance such equity and/or debt offerings will be successful and therefore there is substantial doubt about the Company's ability to continue as a going concern within one year after the financial statements are issued," according to the Company's quarterly report for the period ended Dec. 31, 2015. As of March 31, 2016, DraftDay had $32.4 million in total assets, $48.6 million in total liabilities, $12.5 million in series C convertible redeemable preferred stock and a $28.6 million total stockholders' deficit. G-III APPAREL: S&P Assigns 'BB-' CCR, Outlook Stable ---------------------------------------------------- S&P Global Ratings said that it assigned its 'BB-' corporate credit rating to New York, N.Y.-based G-III Apparel Group Ltd. The outlook is stable. At the same time, S&P assigned its 'BB+' issue-level rating and '1' recovery rating to the proposed $350 million first-lien term loan, which indicates S&P's expectation for investors to receive very high (90%-100%) recovery in the event of payment default. The upsized $650 million asset-based revolving commitment and new $75 million junior secured seller note are not rated. S&P estimates the company's adjusted debt is approximately $990 million at closing, which includes our adjustments for operating leases. The rating on G-III Apparel reflects its diverse portfolio of apparel brands (licensed and owned) with good brand strength, mainly in women's wear, and its participation in the highly competitive apparel industry where success is measured by the ability to manage fashion risk and brand equity. It also reflects G-III Apparel's financial leverage at around 4x post-closing of DKI, which S&P expects will gradually reduce in coming years. DKI will increase the contribution from owned brands in the portfolio, which has been skewed toward licensed brands (Calvin Klein in particular), and, if successfully integrated, should contribute to improved EBITDA margins over time. Given that owned brands generally have higher margins, the company will be able to capture the full margin that excludes the brand license fee expense. However, DKI requires significant turnaround, as it is currently loss-making and underperforming, which increases integration and acquisition risks in the coming years. Pro forma for the DKI acquisition, debt to EBITDA and funds from operations (FFO) to debt will weaken in 2016 to near 4x and 20%, respectively, from about 1x and 90% in 2015. S&P expects these measures to strengthen toward 3.5x and 20% in 2017, primarily because S&P thinks G-III Apparel will be able to restore profitability at DKI while maintaining adequate operational performance in its remaining portfolio. G-III's apparel portfolio includes outerwear, dresses, sportswear, woman's handbags, and shoes. Its main brand is Calvin Klein (mainly in women's wear), which it licenses from PVH until 2023 and which S&P expects will contribute about 40% of revenues in 2016. Other main brands include Tommy Hilfiger (licensed), Bass, and Wilsons Leather. The company has never had a significant license terminated and there are no near-term license renewals, which support the business risk profile. G-III Apparel has good scale, with pro forma revenue of about $2.8 billion and the ability to quickly respond to national retailers. Macy's is the largest client, representing about 20% of revenue but the company has broad distribution among a variety of price channels. S&P expects licensed brands will contribute about 61% of revenues in 2016, but reduce to mid- to low-50% area as DKI starts to contribute and grow revenues. S&P believes this supports improved brand diversification and the potential for higher operating margins over time. In addition, S&P considers the company has strong design capability to deliver products with the look and feel of the underlying brand, at appropriate price points, and the ability to manage inventory throughout the seasonal cycle. S&P expects the company will be able to revitalize the DKI brand over time and broaden the DKI product assortment with mainstream price points. S&P notes that DKI struggled under prior ownership amid stiff competition and a focus on luxury products. S&P also expects the DKI brand will contribute to increasing profitability beginning in 2018. Nevertheless, S&P's business risk profile assessment incorporates modest execution risk in effectively integrating DKI. S&P believes G-III Apparel is willing and able to strengthen its credit measures over time. S&P assumes that the company will maintain its focus on reducing leverage, continue its solid expense and working capital management strategy, and retain its historic shareholder reward program. S&P's expectation is based on these forecasts: -- U.S. real annual GDP growth of 2.0% in 2016 and 2.4% in 2017, and U.S. unemployment of 4.8% in 2016 and 4.5% in 2017. Asia-Pacific growth of 5.4% in 2016 and 2017, and Eurozone growth of 1.5% and 0.9% for the same periods. -- S&P expects revenue to increase by about 18%-19% in 2016 reflecting the acquisition of DKI, and near 5% in 2017 reflecting increasing breadth of owned products available for sale and solid wholesale licensing revenue growth. Adjusted EBITDA margin of about 9% in 2016 and increasing to near 9.5% in 2017, reflecting weak outerwear revenue, retail performance, transaction-related expenses, and modest operating loss at DKI. In 2017 S&P expects DKI to operate near breakeven while the company works to broaden the portfolio. -- FFO of about $185 million in 2016 and near $195 million in 2017. -- Capital spending of about $55 million in 2016 and close to $50 million in 2017. -- S&P forecasts no dividends or share repurchases. The stable outlook reflects S&P's expectations that credit measures will improve from near 4x at closing, with EBITDA and free cash flows steadily strengthening subsequent to the acquisition of DKI. S&P expects G-III Apparel to turn around DKI, which is currently loss-making, by broadening the DKI product offering and channel diversity, as well as through solid working capital and expense management. In addition, S&P believes the company has good integration capability and track record to manage apparel brands. S&P expects G-III Apparel to improve profitability by restoring profitability at DKI, maintaining solid execution in the existing wholesale licensing segment, especially the Calvin Klein brand, and continued cost rationalizations. S&P projects debt to EBITDA in the 3.5x-4x area over the next few years as the company's operating measures gradually improve following the DKI acquisition. Downside scenario S&P could lower its rating if G-III Apparel's credit measures begin to weaken considerably, including debt to EBITDA leverage sustained above 4x. This could occur from the inability to integrate DKI, fashion mistakes, an unexpected rise in input costs that cannot be passed to consumers, the cancellation or non-renewal of a licensing agreement, intensifying competition amid a highly promotional environment, the inability to reduce seasonal ABL borrowings, or a change in forecast shareholder rewards. S&P estimates this could occur if EBITDA at year-end declines by approximately 5% or debt increases by $50 million (assuming current debt and pro forma EBITDA.) Upside scenario S&P could raise its rating if G-III Apparel continues to strengthen its profitability, successfully completes the integration of DKI, maintains solid revenue growth, keeps shareholder rewards near current forecast levels, and directs future cash flow to debt reductions, resulting in better credit measures such that it sustains year-end debt to EBITDA below 3x. S&P estimates this could occur if the company pays down approximately $200 million of debt (assuming current debt and pro forma EBITDA.) RATINGS SCORE SNAPSHOT Corporate Credit Rating: BB-/Stable/-- Business risk: Fair -- Industry risk: Low -- Country risk: Very low -- Competitive position: Fair Financial risk: Significant Cash flow/leverage: Significant Anchor: bb Modifiers -- Diversification/portfolio effect: Neutral (no impact) -- Capital structure: Neutral (no impact) -- Liquidity: Adequate (no impact) -- Financial policy: Neutral (no impact) -- Management and governance: Fair (no impact) -- Comparable rating analysis: Negative (one notch) GARDEN OF EDEN: U.S. Trustee Forms 3-Member Committee ----------------------------------------------------- U.S. Trustee William K. Harrington on Sept. 15 appointed three creditors to serve on the official committee of unsecured creditors of Garden of Eden Enterprises, Inc., et al. The committee members are: (1) Catsmo LLC 25 Myers Road Wallkill, NY 12589 Attn: Frederic Pothier Tel: (845) 895-1695 Fax: (845) 895-1695 E-mail: fpothier@solexff.com (2) Cibo Vita Inc. 16-00 Pollitt Drive Fair Lawn, NJ 07410 Attn: Ahmet Gelik Tel: (201) 773-4873 Fax: (201) 773-4874 E-mail: ahmet@cibovita.com (3) E&M Ice Cream Inc. 701 Zerega Avenue Bronx, NY 10473 Attn: Thomas R. Marshall Tel: (718) 518-8700 (516) 474-6488 Fax: (718) 518-8904 E-mail: tmarshall@eandmco.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Garden of Eden Enterprises, Inc. Garden of Eden Enterprises, Inc., Broadway Specialty Food, Inc., , Coskun Brothers Specialty, and Garden of Eden Gourmet Inc. filed chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-12488, 16-12490, 16-12491, 16-12492, respectively) on Aug. 29, 2016. The petitions were signed by Mustafa Coskun, president. The cases are assigned to Judge James L. Garrity Jr. Doing business as Garden of Eden, the Debtors operate three upscale full-service specialty-food retail stores at leased premises in New York. Debtor Garden of Eden Enterprises is the parent operating company of the Debtors, and maintains its place of business at 720 Anderson Avenue, Cliffside Park, New Jersey 07010. Clifford A. Katz, Esq., and Scott K. Levine, Esq., of Platzer, Swergold, Levine, Goldberg, Katz & Jaslow, LLP, serve as counsel to the Debtors. At the time of filing, the Debtors disclosed $8.05 million in assets and $8.29 million in liabilities. A copy of the Debtors' list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nysb16-12488.pdf The Debtors have asked the Court to enter an order directing joint administration of their Chapter 11 cases for procedural purposes only under the case of Garden of Eden Enterprises. GENWORTH LIFE: S&P Lowers Financial Strength Ratings to 'BB-' ------------------------------------------------------------- S&P Global Ratings said that it lowered its financial strength ratings on Genworth Life Insurance Co. (GLIC), Genworth Life and Annuity Insurance Co. (GLAIC), and Genworth Life Insurance Co. of New York (GLICNY) to 'BB-' from 'BB'. S&P also affirmed its 'BB+' long-term counterparty credit and financial strength ratings on Genworth Mortgage Insurance Corp. S&P affirmed its 'B' long-term counterparty credit and senior unsecured debt ratings on Genworth Financial Inc. and Genworth Holdings Inc. All ratings have been removed from CreditWatch, where they were placed initially on Feb. 9, 2016. The outlook is negative. "We have lowered our ratings on Genworth's nonstrategic U.S. life insurance subsidiaries due to heightened concerns around the increased concentration in long-term care insurance as new life insurance and annuity sales ceased earlier this year," said S&P Global Ratings credit analyst Michael Gross. S&P now views the competitive position of Genworth's U.S. life division as less than adequate instead of adequate. The performance of Genworth's long-term care product line depends on uncertain premium rate increases and overall reserve adequacy. The product line has exhibited reserve volatility in recent years and may continue to exhibit volatility depending on variables such as new claim count, time on claim, and interest rates. S&P expects long-term care premiums to represent approximately 85% of the U.S. life division's total future premiums. On a consolidated basis, long-term care insurance represents 84% of Genworth's total liability for policy and contract claims. The negative outlook on Genworth's U.S. life companies reflects S&P's concerns over strategic uncertainty and prospective operating performance and capital strength. The U.S. life division continues to evolve to almost run-off status. S&P remains concerned about the impact of protracted low interest rates on the profitability and ultimate capital strength of Genworth's U.S. life division. The negative outlook on U.S.-based and strategically important Genworth Mortgage Insurance Corp. reflects its linkages to Genworth's broader U.S. platform which has a negative outlook. The negative outlooks on Genworth Financial and intermediate holding company Genworth Holdings reflect strategic concerns around the U.S. life division and less-than-adequate financial flexibility. Intermediate holding company Genworth Holdings Inc. relies solely on the divided capacity of its international zubsidiaries and holding company cash to fund its debt-servicing requirements of approximately $250 million annually, as well as debt repayment. The U.S. mortgage insurance and life insurance divisions do not provide dividends to the parent as they attempt to build capital strength at the subsidiary operating company level. The parent's next debt maturity is $600 million in May 2018. The holding company had $934 million in cash and liquid assets on its balance sheet as of June 30, 2016. S&P would consider lowering all U.S. ratings over the next 12 months should operating performance and capital strength deteriorate, particularly in the U.S. life division. Such a downgrade would likely be one notch. Given Genworth's upcoming debt maturity in May 2018, any reduced financial flexibility could also lead to us considering a downgrade. S&P currently views an upgrade over the next 12 months as less likely without some form of transformational event. GERALD GARAPICH: Sale of Henderson Property for $1.2M Approved -------------------------------------------------------------- Judge Laurel E. Davis of the U.S. Bankruptcy Court for the District of Nevada authorized Gerald Garapich and Gail Marie Garapich to sell property located at 6 Hazelhurst Pass, Henderson, Nevada, for $1,200,000. A hearing on the Motion was held on Sept. 6, 2016. The sale of the property will, upon full payment of the proceeds, after costs, to CNB in an amount not less than $1,162,523, be free and clear of all liens, claims, lis pendens, encumbrances and interests which may be asserted against the equity in the property ("Encumbrances"), with all such Encumbrances attaching only to the proceeds of the sale of the property. Any and all transfers of property authorized will be free and clear of any and all stamp, real property transfer or similar taxes imposed upon the making or delivery of any instrument of transfer pursuant to Section 1146(c) of the Bankruptcy Code. The 14-day stay period under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure is waived. Counsel for Debtors: Samuel A. Schwartz, Esq. Bryan A. Lindsey, Esq. SCHWARTZ FLANSBURG PLLC 6623 Las Vegas Blvd. South, Suite 300 Las Vegas, NV 89119 Gerald Garapich and Gail Marie Garapich sought Chapter 11 protection (Bankr. D. Nev. Case No. 16-12269) on Aug. 25, 2016. GERARD BOEH FLOWERS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Gerard Boeh Flowers, Inc. Gerard Boeh Flowers, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-22840) on August 1, 2016. The Debtor is represented by Stanley A. Kirshenbaum, Esq. GKI INCORPORATED: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: GKI Incorporated 6204 Factory Road Crystal Lake, IL 60014 Case No.: 16-82168 Chapter 11 Petition Date: September 15, 2016 Court: United States Bankruptcy Court Northern District of Illinois (Rockford) Judge: Hon. Thomas M. Lynch Debtor's Counsel: Steven J Brody, Esq. STEVEN J. BRODY & ASSOCIATES, LTD. 15 W. Woodstock St Crystal Lake, IL 60014 Tel: 815-479-8800 Fax: 815-479-8880 E-mail: steve@sjbrodylaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Olaf Klutke, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/ilnb16-82168.pdf GOLFSMITH INTERNATIONAL: S&P Lowers CCR to 'D' on Bankr. Filing --------------------------------------------------------------- S&P Global Ratings said it lowered its long-term corporate credit rating on Golfsmith International Holdings L.P. to 'D' (default) from 'CCC'. S&P Global Ratings also lowered its issue-level ratings on the company's second-lien debt to 'D' from 'CC'. The '6' recovery rating on the debt is unchanged. Finally, S&P Global Ratings expects to withdraw all of its ratings on the company after 30 days. "The rating action follows Golfsmith's announcement that it had commenced a Chapter 11 case in Delaware and that its Golf Town Canada Inc. subsidiary had commenced creditor protection proceedings under the Companies' Creditors Arrangement Act in Ontario," said S&P Global Ratings credit analyst Donald Marleau. Golfsmith has entered into a support agreement with a group of investors that hold more than 40% of the company's rated C$125 million senior secured second-lien debt, in which it is proposed that the debt be canceled and replaced with US$35 million of new secured notes. GOLFSMITH INTERNATIONAL: Seeks $135-Mil. DIP Financing ------------------------------------------------------ Golfsmith International Holdings, Inc., and its affiliated debtors, also known as Golfsmith, ask the U.S. Bankruptcy Court for the District of Delaware for authorization to obtain postpetition financing from DIP Agent Antares Capital LP and the First Lien Lenders, and use cash collateral. The Debtors owe the First Lien Lenders approximately $89.3 million under the First Lien Revolving Credit Facility, and approximately $11.4 million under the First Lien FILO Facility. The Debtors are likewise indebted to BNY Trust Company of Canada and The Bank of New York Mellon, each in their respective capacities as indenture trustees and collateral agents in Canada and the United States, and the Second Lien Noteholders in the aggregate principal amount of CDN$125 million. Interest payments of approximately CDN$6.6 million are made on account of the Second Lien Notes on a semi-annual basis. The terms of the DIP Financing, among others, are: (a) Borrowing Limits: The DIP Facility operates as a revolving credit facility with a common borrowing base comprised of assets of the Borrowers and Guarantors and provides financing that may be utilized by Debtors Golfsmith and Golf Town. The $135 million revolving DIP Facility allows for extensions of credit up to an aggregate outstanding principal amount of $135 million at any one time outstanding, including: (i) a sublimit for letters of credit denominated in U.S. dollars up to $10 million and letters of credit denominated in Canadian dollars up to CDN$10 million; and (ii) a sublimit of $5 million aggregate principal amount of swing loans denominated in U.S. dollars, and a sublimit of the U.S. dollar equivalent of $5 million aggregate principal amount of swing loans denominated in Canadian dollars. The DIP Facility also provides for a CDN$60 million sublimit on Canadian dollar DIP Loans. (b) Interest Rates: DIP Loans will bear interest on the outstanding principal amount thereof from the date when made at a rate per annum equal to the LIBOR, the Base Rate, the Canadian Prime Rate or the BA Rate, as the case may be, plus the Applicable Margin. (c) Maturity: The earliest to occur of: (i) the Revolving Termination Date, and (ii) the date on which the DIP Facility terminates in accordance with the provisions of the DIP Credit Agreement or the DIP Orders. (d) Purposes for the Use of Cash Collateral: The Debtors will use the proceeds of the DIP Facility and any Cash Collateral solely as follows: (i) to pay costs and expenses associated with the closing of the transactions under the DIP Credit Agreement; and (ii) to fund the chapter 11 cases in accordance with the Approved Budget and for the financing of Debtors’ ordinary working capital, letters of credit and other general corporate needs including certain fees and expenses of professionals retained by the Debtors, subject to the Carve-Out, and for certain other prepetition and pre-filing expenses that are approved by the Court and permitted by the Approved Budget. (e) Adequate protection: (i) The First Lien Agent, for the benefit of itself and the First Priority Secured Parties, will receive replacement liens on all the Debtors' assets; allowed, senior secured, superpriority claims with priority in payment over all administrative claims and unsecured claims against the Debtors or their estates; and adequate protection payments in an amount equal to: fees, costs, charges and expenses to the extent, and at the times, payable under the First Lien Documents, including any unpaid fees, costs and expenses accrued prior to the Petition Date; interest accruing on the First Priority Obligations at the applicable rate set forth in the First Lien Documents; and principal due under the First Lien Documents. (ii) The Collateral Agent, for the benefit of itself and the Second Priority Secured Parties, will receive replacement liens on all the Debtors' assets junior to the First Priority Liens, First Priority Adequate Protection Liens, and Second Priority Liens, among others; and allowed superpriority claims with priority in payment over all administrative claims and unsecured claims against the Debtors or their estates. The Debtors tell the Court that the proposed DIP Facility provides the Debtors and certain non-Debtor affiliates, collectively known as Golf Town, with necessary liquidity and time to implement restructuring transactions. The DIP Credit Agreement contains these Milestones: (1) By Sept. 14, 2016, the Company will enter into one or binding commitments for a sale of all or substantially all of the assets of Golf Town. (2) By Sept. 14, 2016, the Company will make available data concerning the Company for the purpose of soliciting bids on an equity basis in connection with the liquidation of Golfsmith’s store locations. (3) By Sept. 16, 2016, obtain approval from the Court to retain a liquidation advisor to assist the Debtors conduct Store Closing Sales at 20 of the Debtors’ store locations on a fee basis. (4) By Sept. 23, 2016, the Debtors will commence the Permitted Store Closing Sales. (5) By Sept. 30, 2016, the Company will distribute to the DIP Agent either (i) all binding Liquidator Bids, or (ii) a binding commitment for a refinancing of the DIP Obligations and the First Priority Obligations in full in cash. (6) By Oct. 4, 2016, (i) the Court will have entered an order approving (a) sales procedures for a sale of all or substantially all of the assets of Golfsmith, including approving a going concern stalking horse bidder if one is selected, and (b) sales procedures for the Golfsmith Liquidation Transaction to be conducted as an alternative in the event the Golfsmith Sale is not consummated, and approving a liquidation stalking horse bidder, and (ii) the Canadian Court shall have approved the Golf Town Sale. (7) By Oct. 24, 2016, the Company will complete the auction for the Golfsmith Sale and Golfsmith Liquidation Transaction and declare a successful bidder and successful back-up bidder for each. (8) By Oct. 28, 2016, the Company will complete the Permitted Store Closing Sales. (9) By Oct. 28, 2016, the Court will have entered a order either approving the Golfsmith Sale, or a Golfsmith Liquidation Transaction in the event the Company fails to consummate a Golfsmith Sale or if a going concern bidder is not selected by the Company. (10) By Nov. 2, 2016, either (i) the Company will have executed all relevant documentation in connection with (a) the Golf Town Sale and/or Golfsmith Sale, which such sales to be consummated by November 7, 2016, or (b) a Liquidation Transaction, or (ii) the DIP Obligations and the First Priority Obligations shall be paid in full in cash. (11) If the Company has failed to consummate a Golfsmith Sale or Golf Town Sales by October 31, 2016, on Nov. 1, 2016, the Company will commence a Golfsmith Liquidation Transaction or Golf Town Liquidation Transaction, as applicable. A full-text copy of the Debtor's Motion, dated Sept. 14, 2016, is available at https://is.gdXspDuv Antares Capital LP is represented by: Sandra J. Vrejan, Esq. Julia Frost-Davies, Esq. MORGAN, LEWIS & BOCKIUS, LLP One Federal Street Boston, MA. 02110 - and - Kurt F. Gwynne, Esq. REED SMITH LLP 1201 Market Street, Suite 1500 Wilmington, DE 19801 The Bank of New York Mellon can be reached at: THE BANK OF NEW YORK MELLON 101 Barclay Street, Floor 4 East New York, NY 10286 Attn: Global Americas and Tim Burke BNY Trust Company of Canada can be reached at: BNY TRUST COMPANY OF CANADA 11th Floor, 320 Bay Street Toronto, ON M5H 4A6 Attention: Transaction Management Group About Golfsmith International Holdings Golfsmith International Holdings, Inc., GMAC Holdings, LLC, Golf Town USA Holdco Limited, Golf Town USA Holdings Inc., Golf Town USA, LLC, Golfsmith 2 GP, L.L.C., Golfsmith Europe, L.L.C., Golfsmith Incentive Services, L.L.C., Golfsmith International, Inc., Golfsmith International, L.P., Golfsmith Licensing, L.L.C., Golfsmith NU, L.L.C., and Golfsmith USA. L.L.C. filed chapter 11 petitions (Bankr. D. Del. Case Nos. 16-12033 to 16-12045) on September 14, 2016. The petitions were signed by Brian E. Cejka, chief restructuring officer. The Debtors are represented by Mark D. Collins, Esq., John H. Knight, Esq., Zachary I. Shapiro, Esq., and Brett M. Haywood, Esq., at Richards, Layton & Finger, P.A., and Michael F. Walsh, Esq., David N. Griffiths, Esq., and Charles M. Persons, Esq., at Weil, Gotshal & Manges LLP. The cases are assigned to Judge Christopher S. Sontchi. The Debtors retained Alvarez & Marsal North America, LLC as their Financial Advisor, Jefferies LLC as their Investment Banker, and Prime Clerk LLC as their Claims, Noticing and Solicitation Agent. The Debtors estimated assets at $100 million to $500 million and liabilities at $100 million to $500 million at the time of the filing. GRAND PANAMA: Court Allows Use of AKSIM Cash on Final Basis ----------------------------------------------------------- Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern District of Florida authorized Grand Panama Resort Properties, LLC, to use AKSIM, LLC's cash collateral on a final basis. The Debtor was authorized to use the cash collateral to pay its ordinary and necessary operating expenses, which may include payment for accounting services for preparation of monthly operating reports and financial reporting services. The Debtor was also authorized to use the cash collateral to timely meet all of its post-petition obligations with respect to any insurance costs, taxes, and/or condominium owner's association fees that may become due. The Debtor was directed to make the following monthly adequate protection payments to AKSIM, beginning on Sept. 1, 2016: UNIT AMOUNT ---- ------ 1-903 $1,745 1-2003 $1,745 1-1307 $1,743 1-1303 $1,743 A full-text copy of the Final Order, dated Sept. 12, 2016, is available at https://is.gd/jvhmGU 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 petition was signed by Chad Wade, registered agent. The Debtor is represented by Charles M. Wynn, Esq., at Charles M. Wynn Law Offices, P.A. The case is assigned to Judge Karen K. Specie. The Debtor has been engaged in rental vacation real estate at Grand Panama Beach Resort Condominium in Bay County, Florida. The Debtor disclosed $1.14 million in assets and $1.34 million in liabilities. GREAT BASIN: Amends Current Report to Clarify Reverse Stock Split ----------------------------------------------------------------- Great Basin Scientific, Inc., filed an amendment to its current report on Form 8-K as originally filed with the Securities and Exchange Commission on Sept. 14, 2016, to amend the disclosure contained in Item 5.03 of the Original 8-K following requested revisions and additional filings requested by the Secretary of State of the State of Delaware in connection with the filing of the Fourth Certificate of Amendment to the Company's Certificate of Incorporation to effect an 80-to-1 reverse stock split in the shares of common stock of the Registrant effective at 12:01 am EDT on Sept. 16, 2016. The revisions to the Certificate of Amendment and the additional filing were made to clarify the effect of the Company's Dec. 10, 2015, Second Certificate of Amendment which, in part, changed the par value of the Company's shares of common stock from $0.001 to $0.0001. As part of the revisions, the Company filed a Fifth Certificate of Amendment and a Certificate of Correction to the Second Certificate of Amendment. The revisions to do not otherwise amend or alter the Reverse Stock Split as described in the Original 8-K which will still be effective at 12:01 am EDT on Sept. 16, 2016. No other amendments, revisions or alterations were made to the disclosure contained in the Original 8-K. The Second Certificate of Amendment to its Certificate of Incorporation filed on Dec. 10, 2016, changed the par value of the Company's stock from $0.001 to $0.0001 per share. The Certificate of Correction amends and restates Article IV in its entirety as it was amended on Dec. 10, 2016, to change the par value of the shares of common stock from $0.001 to $0.0001 as part of the 60-to-1 reverse stock split effected by the Second Certificate of Amendment. No other changes were made to the Seventh Amended and Restated Certificate of Incorporation. As a result of the Reverse Stock Split, every 80 shares of the Company's issued and outstanding common stock, par value $0.0001 was converted into one share of common stock, par value $0.0001 reducing the number of issued and outstanding shares of the Company's common stock from approximately 78.4 million to approximately 1.0 million. There was no change in the par value of the common stock. About Great Basin Great Basin Scientific is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which the Company believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The Company's system includes an analyzer, which it provides for its customers' use without charge in the United States, and a diagnostic cartridge, which the Company sells to its customers. Great Basin reported a net loss of $57.9 million in 2015 following a net loss of $21.7 million in 2014. As of March 31, 2016, Great Basin had $27.6 million in total assets, $70.99 million in total liabilities, and a total stockholders' deficit of $43.4 million. Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows. These issues raise substantial doubt about its ability to continue as a going concern. GREAT BASIN: Had 1.2M Outstanding Common Shares as of Sept. 16 -------------------------------------------------------------- On September 12 through September 16 certain holders of the 2015 Notes were issued shares of Great Basin Scientific, Inc.'s common stock pursuant to Section 3(a)(9) of the United States Securities Act of 1933, (as amended) in connection with the pre-installment amount converted for the amortization date of Sept. 30, 2016. In connection with the pre-installments, the Company issued 392,756 shares of common stock and applied 21,346 of previously issued shares (as adjusted for the reverse split) upon the conversion of $6,308,946 principal amount of 2015 Notes at a conversion price between $16.00 and $13.06 (as adjusted for the reverse split). As of Sept. 16, 2016, a total principal amount of $17,276,311 of the 2015 Notes has been converted into shares of common stock and $4,823,689 principal remains to be converted, subject to deferrals. A total of $11.3 million of the proceeds from the 2015 Notes has been released to the Company including $4.6 million at closing and $6.7 million from the restricted cash accounts. $7.1 million remains in the restricted accounts to be released to the Company upon future installments. The Company previously filed an 8-K on Sept. 9, 2016, and reported 803,446 shares outstanding (adjusted for the reverse stock split) therefore as of Sept. 16, 2016, there are 1,196,202 shares of common stock issued and outstanding (adjusted for the reverse stock split). On Sept. 16, 2016, the Company adjusted the conversion price of the 2015 Notes pursuant to the terms of the 2015 Notes. The conversion price was adjusted from $16.00 to $13.06 per share of common stock (adjusted for the reverse stock split). In connection with the conversions, the exercise prices or conversion prices of certain of the Company's issued and outstanding securities were automatically adjusted to take into account the conversion prices of the 2015 Notes. The exercise prices of the following securities were adjusted as follows. Class A and Class B Warrants As of Sept. 16, 2016, the Company had outstanding Class A Warrants to purchase 755 shares and Class B Warrants to purchase 640 shares of common stock of the Company. The Class A and Class B Warrants include a provision which provides that the exercise price of the Class A and Class B Warrants will be adjusted in connection with certain equity issuances by the Company. The consummation of the Conversions triggers an adjustment to the exercise price of the Class A and Class B Warrants. Therefore, on Sept. 16, 2016, the exercise price for the Class A and Class B Warrants was adjusted from $16.00 to $13.06 per share of common stock (adjusted for the reverse stock split). Common Stock Warrants As of Sept. 16, 2016, the Company had outstanding certain common stock warrants to purchase 18 shares of common stock of the Company. As a result of the Conversions, on Sept. 16, 2016, the exercise price for certain Common Warrants was adjusted from $16.00 to $13.06 per share of common stock (adjusted for the reverse stock split). Series G Warrants As of Sept. 16, 2016, the Company had outstanding Series G Warrants to purchase 3,075,000 shares of common stock of the Company. The Series G Warrants include a provision which provides that the exercise price of the Series G Warrants will be adjusted in connection with certain equity issuances by the Company. The consummation of the Conversions triggers an adjustment to the exercise price of the Series G Warrants. Therefore, on Sept. 16, 2016, the exercise price for the Series G Warrants was adjusted from $16.00 to $13.06 per share of common stock (adjusted for the reverse stock split). About Great Basin Great Basin Scientific is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which the Company believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The Company's system includes an analyzer, which it provides for its customers' use without charge in the United States, and a diagnostic cartridge, which the Company sells to its customers. Great Basin reported a net loss of $57.9 million in 2015 following a net loss of $21.7 million in 2014. As of March 31, 2016, Great Basin had $27.6 million in total assets, $70.99 million in total liabilities, and a total stockholders' deficit of $43.4 million. Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows. These issues raise substantial doubt about its ability to continue as a going concern. GREAT BASIN: Stockholders Elect Two Class II Directors ------------------------------------------------------ At the annual meeting of stockholders of Great Basin Scientific, Inc., shareholders representing 29,175,359 (70.94%) shares of the Company's 41,124,301 issued and outstanding shares of common stock entitled to vote as of the record date of Aug. 9, 2016, were present in person or by proxy, representing a quorum for the purposes of the Annual Meeting. At the Annual Meeting, the stockholders: (a) elected Sam Chawla and Ronald Labrum as Class II directors; (b) ratified for purposes of complying with NASDAQ Listing Rule 5635(d), the April 4, 2016, exchange of all of the Company's issued and outstanding Series E Warrants for 650,160 shares of the Company's Common Stock pursuant to the terms of those certain Exchange Agreements, dated April 3, 2016, between the Company and the investors named therein; (c) approved for purposes of complying with NASDAQ Listing Rule 5635(d), the issuance of shares of the Company's common stock underlying senior secured convertible notes and related Series H Warrants issued by the Company pursuant to the terms of that certain Securities Purchase Agreement, dated June 29, 2016, between the Company and the investors named therein, without giving effect to the exchange cap in such senior secured convertible notes in an amount that may be equal to or exceed 20% of its Common Stock outstanding before the issuance of such senior secured convertible notes and related Series H Warrants and certain subordination warrants and without giving effect to the exercise price floor of such Series H Warrants and subordination warrants; (d) approved for purposes of compliance with the Securities Purchase Agreement, dated Dec. 28, 2015, an amendment to the Company's Seventh Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of the Company's issued and outstanding shares of Common Stock at a ratio between 40-to-1 and 80-to-1 and effective upon a date on or prior to December 31, 2016 to be determined by the Company's board of directors; (e) did not approve an amendment to the Certificate of Incorporation, to increase the number of authorized shares of the Company's Common Stock from 200,000,000 shares, par value $0.0001, to 350,000,000, par value $0.0001; (f) ratified the appointment of BDO USA, LLP as the Company's independent registered public accountants for the fiscal year ending Dec. 31, 2016; (g) authorized an adjournment of the Annual Meeting, if necessary, if a quorum is present, to solicit additional proxies if there are not sufficient votes in favor of the Series E Warrant Exchange, NASDAQ 20% Issuance Proposal, the Reverse Stock Split or the Authorized Share Increase. While the adjournment Proposal was approved, the proxy holders determined not to adjourn the Annual Meeting to solicit more votes for the Authorized Share Increase. In relation to the Company's senior secured convertible notes issued pursuant to the securities purchase agreement between the Company and certain holders of such convertible notes dated June 29, 2016, pursuant to the approval of the Company's stockholders of the removal of the limitation on the issuance of shares of common stock under the terms of the notes to 20% of the Company's issued and outstanding shares of common stock on the date of issuance of the convertible notes, pursuant to Section 3(d)(ii) of the convertible notes, the convertible notes are no longer subject to such cap on the issuance of shares of common stock. In relation to the Company's outstanding Series H Warrants to purchase 56,250,000 shares of common stock, which were issued under the SPA, and the Company's Subordination Warrants to purchase 1,687,500 shares of common stock, which were issued on July 1, 2016, pursuant to the approval of the Company's stockholders of the removal of the exercise floor price of $1.70 on the Series H Warrants and the Subordination Warrants, pursuant to Section 2(a) and 2(b) of the Series H Warrants and the Subordination Warrants, the exercise floor price is no longer applicable and the exercise price of the Series H Warrants and the Subordination Warrants was adjusted to $0.20 per share of common stock on Sept. 12, 2016. About Great Basin Great Basin Scientific is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which the Company believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The Company's system includes an analyzer, which it provides for its customers' use without charge in the United States, and a diagnostic cartridge, which the Company sells to its customers. Great Basin reported a net loss of $57.9 million in 2015 following a net loss of $21.7 million in 2014. As of March 31, 2016, Great Basin had $27.6 million in total assets, $70.99 million in total liabilities, and a total stockholders' deficit of $43.4 million. Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows. These issues raise substantial doubt about its ability to continue as a going concern. GYMBOREE CORP: Bank Debt Trades at 21.5% Off -------------------------------------------- Participations in a syndicated loan under Gymboree Corp is a borrower traded in the secondary market at 78.50 cents-on-the-dollar during the week ended Friday, September 9, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.50 percentage points from the previous week. CEC Entertainment pays 350 basis points above LIBOR to borrow under the $820 million facility. The bank loan matures on February 23, 2018 and carries Moody's Caa1 rating and Standard & Poor's CCC+ 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 September 9. H. BURKHART: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of H. Burkhart and Associates, Inc. H. Burkhart and Associates, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-10750) on August 3, 2016. The petition was signed by Henry F. Burkhart, III, owner. The Debtor is represented by Brian C. Thompson, Esq., at Thompson Law Group, P.C. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. HAPPY JACK'S: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Happy Jack's Petroleum, Inc. dba Happy Jack's dba Happy Jack's C Store dba Happy Jack's Travel Stop P.O. Box 130 Brule, NE 69127 Case No.: 16-41395 Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court District of Nebraska (Lincoln Office) Judge: Hon. Thomas L. Saladino Debtor's Counsel: William L. Biggs, Jr. GROSS & WELCH, P.C., L.L.O. 2120 So. 72 St. 1500 Omaha Tower Omaha, NE 68124 Tel: (402) 392-1500 Fax: (402) 392-8101 E-mail: bbiggs@grosswelch.com - and - Frederick D. Stehlik, Esq. GROSS & WELCH, P.C., L.L.O. 2120 So 72nd St 1500 Omaha Tower Omaha, NE 68124-2342 Tel: (402) 392-1500 Fax: (402) 392-8101 E-mail: fstehlik@grosswelch.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Wade Hill, vice president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/neb16-41395.pdf HARRINGTON & KING: Can Use Cash Collateral Until Sept. 16 --------------------------------------------------------- Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois authorized The Harrington & King Perforating Co., Inc. and Harrington & King South, Inc. to use Inland Bank and Trust's cash collateral on an interim basis, until Sept. 16, 2016. A further hearing on the Debtors' continued use of cash collateral is scheduled for Sept. 14, 2016 at 10:00 a.m. A full-text copy of the Agreed Order, dated September 7, 2016, is available at https://is.gd/Wl0gkb About The Harrington & King Perforating Co., Inc. The Harrington & King Perforating Co., Inc. and Harrington & King South Inc. are in the business of manufacturing perforating metal sheets and rolled coils of varying gauges and types to produce hole patterns of various sizes, shapes, and spacing. Most of the work is done to customer specifications and consists of high value-added jobs, not typical of most metal punching. The products are used in automotive, acoustics, architecture, food and pharmaceutical straining and filtering, interior design, manufacturing, safety flooring, pollution control, transportation and mining cleaning and grading, electronics and other fields. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case Nos. 16-15650 and 16-15651) on May 7, 2016. The petitions were signed by Greg McCallister, chief restructuring officer and chief operating officer. The cases are jointly administered under Case No. 16-15650. The cases are assigned to Judge Deborah L. Thorne. The Debtors estimated both assets and liabilities in the range of $1 million to $10 million. The Debtors are represented by William J. Factor, Esq., at FactorLaw. HEARING HELP: Can Use Better Hearing Cash Until Sept. 30 -------------------------------------------------------- Judge Thomas M. Lynch the U.S. Bankruptcy Court for the Northern District of Illinois authorized Hearing Help Express, Inc. to use Better Hearing, LLC's cash collateral through September 30, 2016. The Debtor's use of cash collateral is with the consent of Better Hearing. Judge Lynch authorized the Debtor's continued use of cash collateral according to the expenses and amounts listed in the approved Budget for the month of September, 2016, which includes adequate protection payments to Better Hearing in the amounts of $10,000 and $300. A status hearing on the Debtor's use of cash collateral is scheduled on September 26, 2016 at 10:00 a.m. A full-text copy of the Agreed Orders, dated September 2, 2016, is available at https://is.gd/VRVmFJ and https://is.gd/B8kPyT About Hearing Help Express Hearing Help Express, Inc., dba Hearing Help Express, dba Hear Direct, dba Simply Batteries, dba Moolah by Mail, dba Eco-Gold Batteries, dba Eco-Gold Hearing Products, dba Lotus Express, is reputedly the largest United States mail order company marketing hearing aids, batteries and related accessories directly to senior citizens. HHE is an Illinois C-Corp. The family-controlled private corporation has 90 shareholders, with the Hovis family owning the majority (52.2%) of the shares. Hearing Help Express sought protection under Chapter 11 of the Bankruptcy Code on July 14, 2014 (Bankr. N.D. Ill. Case No. 14-82161). The case is assigned to Judge Thomas M. Lynch. The petition was signed by James E. Hovis, CEO and chairman of the Board. The Debtor estimated assets of $0 to $50,000 and liabilities of $1 million to $10 million. The Debtor is represented by James E. Stevens, Esq., at Barrick, Switzer, Long, Balsley & Van Evera. Secured lender Better Hearing, LLC is represented by attorneys at Howard & Howard, PLLC. As of the Petition Date, BHL asserted secured claims exceeding $2.4 million. HERCULES OFFSHORE: Overhauls Plan to Improve Shareholder Recovery ----------------------------------------------------------------- Jacqueline Palank, writing for The Wall Street Journal Pro Bankruptcy, reported that Hercules Offshore Inc. sweetened shareholders' payout in its bankruptcy after a battle led by distressed investor Centerbridge Partners. According to the report, on Sept. 15, 2016, the offshore oil-and-gas driller submitted an amended debt-payment plan that offers a cash payout of $15 million to shareholders who rejected a previous plan. Depending on the success of the sales of Hercules' rigs and other assets, however, shareholder recoveries could rise as high as $138 million, the report said, citing an analysis by Hercules investment bankers at PJT Partners. A prior analysis of potential asset sale outcomes by PJT had forecast a shareholder recovery of $0 to $27 million, the report added, citing court papers. Led by Centerbridge, shareholders teamed up to oppose a plan they said would give Hercules senior lenders a "massive windfall" in the company's second chapter 11 filing in as many years, the report related. Court papers show mediation led by U.S. Bankruptcy Court Judge Christopher Sontchi produced a settlement in which lenders agreed to reduce about $546 million in claims by $32.5 million, the report further related. The deal also includes a pledge from the lenders to allow the shareholders to receive the $15 million in cash before the lenders are paid, the report said. About Hercules Offshore Hercules Offshore, Inc., and its debtor and non-debtor subsidiaries are providers of shallow-water drilling and marine services to the oil and natural gas exploration and production industry globally. Hercules Offshore and 13 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Proposed Lead Case No. 16-11385) on June 5, 2016. The petition was signed by Troy L. Carson as vice president. The Debtors listed total assets of $1.06 billion and total debts of $521.37 million as of March 31, 2016. The Debtors have hired Akin Gump Srauss Hauer & Feld LLP as general bankruptcy counsel and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. The U.S. Bankruptcy Court issued an order appointing Judge Christopher Sontchi as mediator to govern mediation procedures and assist in resolving certain objections related to confirmation of Hercules Offshore's Joint Prepackaged Chapter 11 Plan of Reorganization. On June 20, 2016, the U.S. Trustee for the District of Delaware appointed three members to the Equity Committee. The Equity Committee is represented by Hogan McDaniel and Kasowitz, Benson, Torres & Friedman LLP as co-counsel and Ducera Securities LLC as financial advisors. Kirkland & Ellis LLP and Kirkland & Ellis International LLP, White & Case LLP and Klehr Harrison Harvey Branzburg LLP represent an ad hoc group of certain first lien lenders party to that certain credit agreement, dated as of Nov. 6, 2015, by and among Hercules Offshore, Inc., as borrower, the Subsidiary Guarantors as guarantors, the lenders party thereto, and Jefferies Finance LLC, as administrative agent and collateral agent, as creditors and parties-in-interest in the Debtors' Chapter 11 cases. HIGHWAY 72 PROPERTIES: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Highway 72 Properties, Inc. In a September 15 filing with the U.S. Bankruptcy Court for the District of Colorado, the Office of the U.S. Trustee disclosed that "there were too few unsecured creditors" who are willing to serve on a creditors' committee. Highway 72 Properties, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 16-17762) on August 4, 2016. HILTZ WASTE: Court Sets Sept. 9 Hearing on Cash Use --------------------------------------------------- Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachussets scheduled a hearing on Hiltz Waste Disposal, Inc.'s Motion for Conditional Use of Cash Collateral on September 09, 2016 at 11:30 a.m. About Hiltz Waste Disposal, Inc. Hiltz Waste Disposal, Inc. filed a chapter 11 petition (Bankr. D. Mass. Case No. 16-13459) on Sept. 7, 2016. The petition was signed by Deborah S. Hiltz, president. The Debtor is represented by Aaron S. Todrin, Esq., at Sassoon & Cymrot, LLP. The case is assigned to Judge Joan N. Feeny. At the time of the filing, the Debtor estimated assets and liabilities at $1 million to $10 million. IEC RENTALS: Plan Outline Conditionally OK'd; Hearing on Sept. 28 ----------------------------------------------------------------- The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the Middle District of Florida has conditionally approved I.E.C. Rentals, Inc.'s disclosure statement describing the Debtor's plan of reorganization. The Court will conduct a hearing on confirmation of the Plan on Sept. 28, 2016, at 10:30 a.m. Objections to confirmation of the Plan will be filed no later than seven days before the date of the Confirmation Hearing. The Debtor will file a ballot tabulation no later than 96 hours prior to the time set for the Confirmation Hearing. All creditors and parties in interest that assert a claim against the Debtor which arose after the filing of this case must file motions or applications for the allowance of the claims with the Court no later than 15 days after the Aug. 29, 2016 court order. About I.E.C. Rentals Naples, Florida-based I.E.C. Rentals, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-02491) in Ft. Myers, Florida, on March 12, 2015. Robert E. Cadenhead, the director, signed the petition. The Debtor is represented by Joey M Grant, Esq., at Marshall Socarras Grant, in Boca Raton, Florida, as counsel. In December 2015, Jeffrey William Leasure was named Chapter 11 Trustee. The Trustee won approval to employ Daniel R. Fogarty and Stichter, Riedel, Blain & Postler, P.A., as counsel. Following the appointment of Mr. Leasure, the U.S. Trustee withdrew its bid to dismiss or convert the Chapter 11 case. INTERPACE DIAGNOSTICS: Kapila Ratnam Quits as Director ------------------------------------------------------ Kapila Ratnam resigned as a member of the Board of Directors of Interpace Diagnostics Group, Inc., effective Sept. 13, 2016. Ms. Ratnam's resignation was not the result of a disagreement with the Company on any matter relating to the Company's operations, policies or practices, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. Ms. Ratnam has informed the Company that, pursuant to the Agreement and Plan of Merger, dated as of Oct. 31, 2014, by and among RedPath Integrated Pathology, Inc., the Company, Interpace Diagnostics, LLC, RedPath Acquisition Sub, Inc. and RedPath Equityholder Representative, LLC (the "Equityholder Representativ"), the Equityholder Representative has designated her to serve as an observer at meetings of the Board of Directors of the Company. About Interpace Interpace Diagnostics Group, Inc., formerly known as PDI, Inc., is focused on developing and commercializing molecular diagnostic tests, leveraging the latest technology and personalized medicine for better patient diagnosis and management. The Company currently has four commercialized molecular tests; PancraGen for the diagnosis and prognosis of pancreatic cancer from pancreatic cysts; ThyGenX, for the diagnosis of thyroid cancer from thyroid nodules utilizing a next generation sequencing assay, ThyraMIR, for the diagnosis of thyroid cancer from thyroid nodules utilizing a proprietary gene expression assay. The Company also has on the market in a limited way, an assay for Barrett's Esophagus that classifies levels of genomic instability in patients. The Company is planning to expand its approach to the Barrett's market by potentially soft launching in 2016 an early assessment Barrett's assay to further help physicians assess risk of cancer. The Company also has in development an assay for biliary cancer. As of June 30, 2016, Interpace had $53.51 million in total assets, $47.51 million in total liabilities and $5.99 million in total stockholders' equity. The Company reported a net loss of $11.35 million in 2015 following a net loss of $16.07 million in 2014. BDO USA, LLP, in Woodbridge, New Jersey, 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 continuing operations that raise substantial doubt about its ability to continue as a going concern. INVENTIV HEALTH: S&P Revises Outlook to Pos. & Affirms 'B' CCR -------------------------------------------------------------- S&P Global Ratings revised its outlook on inVentiv Health Inc. to positive from stable and affirmed its 'B' long-term corporate credit rating on the company. At the same time, S&P is assigning its 'B' corporate credit rating to inVentiv Group Holdings Inc., the group's new issuer; the outlook is positive. S&P is subsequently withdrawing its corporate credit rating on inVentiv Health Inc. In addition, S&P assigned its 'BB-' issue-level rating and '1' recovery rating to the company's proposed $250 million asset-based revolving credit facility maturing 2021. The '1' recovery rating indicates S&P's expectation for very high (90%-100%) recovery in the event of a payment default. S&P also assigned a 'B' issue-level rating and '3' recovery rating to the company's proposed $1.68 billion term loan B due 2023. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70% in the lower half of the range) recovery of principal in the event of a payment default. At the same time, S&P assigned a 'CCC+' issue-level rating and '6' recovery rating to the company's proposed $720 million senior unsecured notes due 2024. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. At the close of the transaction, S&P will withdraw the ratings on the refinanced debt. "The outlook revision reflects inVentiv's proposed refinancing, allowing the company to significantly reduce its interest expense," said S&P Global Ratings credit analyst Matthew Todd. S&P now expects pro forma cash flow to improve to a run rate above $100 million as the company continues its aggressive growth and cost cutting strategy. S&P believes that, in the next 12 months, it could consider inVentiv Health's improving cash generation and profitability consistent with a higher rating. However, S&P notes that a number of risks to its base case create uncertainty for a higher rating at this time, including the addition of new private equity sponsor Advent and the company's growth plans that include entering more risky international markets. In addition, the company has aggressive cost-cutting targets that could disrupt its growth plans. Last, S&P believes that the company has a limited track record with its current strategy. S&P's positive outlook reflects the momentum in the company's operations and cash flow, slightly offset by a limited track record of the new financial sponsor, higher leverage, and aggressive margin targets that present some risk to S&P's base case. S&P would consider an upgrade if inVentiv is able to reduce leverage to the mid-6x range while consistently growing free cash flow over the next 12 months. S&P could revise the outlook back to stable if the company fails to meet S&P's expectations for operational results or raises additional debt that pushes leverage to the 8x level. An operational downturn could occur if an operational misstep or an above-average cancellation rate (which could be out of the company's control) constrained the company's financials and resulted in near zero revenue growth and slight margin contraction. In addition, an adverse pharmaceutical pricing environment could reduce sales and marketing budgets, leading to a decline in the commercial segment; however, S&P views this as a longer-term risk. IRELAND NEEDLECRAFT: Can Use Cash Collateral Until Nov. 5 --------------------------------------------------------- Judge Maureen A. Tighe of the U.S. Bankruptcy Court for the Central District of California authorized Ireland Needlecraft, Inc., doing business as H&S Bicycles, to use cash collateral on an interim basis, from Aug. 29, 2016 through Nov. 5, 2016. Secured creditors Cycling Sports Group, Inc. and Giant Bicycles, Inc. were granted replacement liens in all post-petition assets of the Debtor, other than avoidance power actions and recoveries. The Debtor informed the Court that it had deleted one Honda vehicle lease from the proposed Budget, lowered its projection of the gross revenues from the Granada Hills store, and that it had added an omitted work van lease to the proposed budget. The Court approved the Debtor's modified budget. A full-text copy of the Order, dated September 14, 2016, is available at https://is.gd/d5MdjD About Ireland Needlecraft Ireland Needlecraft, Inc. filed a chapter 11 petition (Bankr. C.D. Cal. Case No. 16-12518) on August 29, 2016. The petition was signed by Robert Stotts, Jr., vice president. The Debtor is represented by Steven R. Fox, Esq., at the Law Offices of Steven R. Fox. The case is assigned to Judge Maureen Tighe. The Debtor estimated assets at $500,001 to $1 million and liabilities at $1 million to $10 million at the time of the filing. IRON BRIDGE TOOLS: Wants Oct. 27 Exclusive Plan Filing Period Ext. ------------------------------------------------------------------ Iron Bridge Tools, Inc. asks the U.S. Bankruptcy Court for the Southern District of Florida to extend its exclusive periods to file a chapter 11 plan and solicit acceptances to the plan to October 27, 2016 and December 26, 2016, respectively. The Debtor relates that because it is in the process of discussing the feasible options for a plan of reorganization with the Official Committee of Unsecured Creditors, as well as the cash which will be available for debt during a period of stable sales and expenses, the Debtor would request additional time to file a plan which it hopes to be consensual in large part or entirely. The Debtor tells the Court that its current exclusivity date is set for September 22, 2016, and the Debtor cannot present a consensual plan until such time that the filed proofs of claim have been reviewed and determined, and the discussions with the committee develop further. The Debtor further tells the Court that it would prefer to file a plan with terms agreeable to the committee or at least with the major issues framed for determination. About Iron Bridge Tools, Inc. Iron Bridge Tools, Inc. filed a chapter 11 petition (Bankr. S.D. Fla. Case No. 16-17505) on May 25, 2016. The petition was signed by Glenn Robinson, president. The Debtor is represented by Craig A. Pugatch, Esq., at Rice Pugatch Robinson Storfer & Cohen, PLLC. The case is assigned to Judge Raymond B. Ray. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million. ITT EDUCATIONAL: SNHU Agrees to Help DWC Students ------------------------------------------------- ITT Educational Services, Inc., and Southern New Hampshire University entered into a Teach-Out and Program Articulation Agreement to help Daniel Webster College students continue their degree programs. As part of the agreement, SNHU will provide the faculty, facilities and student support necessary to deliver all Daniel Webster College academic programs through the 2016-2017 academic year. The DWC Agreement has been approved by the New England Association of Schools and Colleges and the New Hampshire Commission of Higher Education, and will be reviewed by the U.S. Department of Education. About ITT Educational ITT Educational Services, Inc., is a proprietary provider of post-secondary degree programs in the United States based on revenue and student enrollment. As of Dec. 31, 2015, ITT was offering: (a) master, bachelor and associate degree programs to approximately 45,000 students at ITT Technical Institute and Daniel Webster College locations; and (b) short-term information technology and business learning solutions for individuals. ITT Educational reported net income of $23.3 million in 2015 following net income of $23.3 million on 2014. As of June 30, 2016, ITT Educational had $585 million in total assets, $420 million in total liabilities and $165 million in total shareholders' equity. ED Letter On Aug. 25, 2016, ITT Educational received a letter from the U.S. Department of Education citing the Aug. 17, 2016, letter from the Accrediting Council for Independent Colleges and Schools to the Company, which continued ACICS' show-cause directive against the Company. The ED Letter summarizes the ACICS standards that ACICS has indicated the Company has not yet demonstrated full compliance with, and related concerns of ACICS. The ED Letter states that the Company has failed to meet the requirements established by ACICS, as required by the Company's Program Participation Agreement with the ED. The ED Letter provides that as a result of those facts and other information, including as detailed in previous communications from the ED to the Company, the ED is imposing the following conditions on the Company's continued participation in funding under the federal student financial aid programs under Title IV: * the surety provided by the Company to the ED must be increased from the current $94.4 million to $247.3 million, which amount represents 40% of the Title IV Program funds received by the ITT Technical Institutes during the most recently completed fiscal year; * the additional amount of $152.9 million must be provided to the ED within 30 days from the date of the ED Letter; * effective immediately, all ITT Technical Institutes are required to make all Title IV Program fund disbursements under the Heightened Cash Monitoring 2 payment method, which requires the Company to make disbursements to students from its own institutional funds, and then submit a request for reimbursement of those funds to the ED; * the ITT Technical Institutes are restricted from enrolling or beginning classes for any new students who may receive Title IV Program funds; * the ITT Technical Institutes must provide all students with a notice disclosing the ACICS show-cause directives, including the fact that ACICS accreditation standards state that the "Council determines that [the] institution is not in compliance with the Accreditation Criteria, and is unlikely to become in compliance"; * the ITT Technical Institutes must provide to the ED within 30 days of the ED Letter teach out agreements for all ITT Technical Institutes; * the Company may not pay, or agree to pay, any bonuses, severance payments, raises or retention payments to any of its management or directors, nor may it pay special dividends or make any expenditures out of the ordinary course of business and consistent with prior practices, without approval from the ED; and * the Company remains required to provide information to the ED as previously required by the ED, and previously disclosed by the Company, regarding various events and regarding the Company's operations, finances and future plans. The ED Letter also provides that if the Company fails to meet any of these requirements, it will demonstrate to the ED that the Company is incapable of meeting the fiduciary and financial responsibility standards established by the Higher Education Act and the ED's regulations. The ED Letter states that, accordingly, the failure to meet these standards will result in the referral of this matter to the ED's Administrative Actions and Appeals Service Group for administrative action, including the potential revocation of the Program Participation Agreements for the ITT Technical Institutes, in which case the ITT Technical Institutes would no longer be eligible to participate in Title IV Programs. The Company said it is evaluating these additional sanctions and requirements, as well as all options available to it. JT TRANSIT: Wants Authorization to Use Cash Collateral ------------------------------------------------------ JT Transit, LLC asks the U.S. Bankruptcy Court for the Western District of Texas for authority to use cash collateral. The Debtor's secured creditors are: CREDITOR AMOUNT -------- ------ Security Service Federal $1,372,293.30 Tex Star National Bank $146,138.23 The Debtor contends that it does not own any real property, but its primary assets consist of six tractors and six trailers, used to haul loads for a fee. The Debtor estimates that the book value of these tangible personal property assets are less than $500,000. The Debtor relates that it generates income from leasing the tractors and trailers through Detmar Logistics, pursuant to a Lessor’s Operating Agreement, which is a 12-month lease. The Debtor tells the Court that until a plan of reorganization is confirmed in the case, it must obtain approval for the use of cash collateral. The Debtor further tells the Court that it is critical for it to have access to its cash and other business property to continue to operate in the ordinary course of business and to pay normal operating expenses. The Debtor proposes to grant all creditors with an interest in the cash collateral with a replacement lien to the same extent, priority and validity as their pre-petition lien. The Debtor further proposes to provide monthly cash payments equal to the estimated monthly depreciation of the property serving as collateral for the claims of the secured creditors. A full-text copy of the Cash Collateral Motion, dated September 6, 2016, is available at https://is.gd/YmsihQ About JT Transit, LLC JT Transit, LLC is a corporation based in San Antonio, Texas, which has been involved in the transportation and hauling industry since November, 2012. JT operates primarily in the State of Texas and, at times, in surrounding states, primarily transporting frac sand. JT operates up to 6 trucks and trailers at any given time. JT Transit, LLC filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 16-51994), on September 5, 2016. The petition was signed by Kenneth W Newman, member. The case is assigned to Judge Craig A. Gargotta. The Debtor is represented by Anthony H. Hervol, Esq. at the Law Office of Anthony H. Hervol. At the time of filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. A copy of the Debtor's list of 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb16-51994.pdf K4M CONSTRUCTION: Files Plan to Exit Chapter 11 Protection ---------------------------------------------------------- K4M Construction & Development, LLC, on August 30 filed with the U.S. Bankruptcy Court for the Southern District of Texas its proposed plan to exit Chapter 11 protection. Under the plan, each Class 2 general unsecured creditor will receive a pro-rata share of the Class A Liquidation Trust Beneficial Interests on the distribution date. These creditors assert a total of $509,684 in claims. Pursuant to the terms of the liquidating trust, distributions from the trust will be made at least annually, according to the disclosure statement detailing the plan. A copy of the disclosure statement is available for free at https://is.gd/LZrO3S About K4M Construction K4M Construction & Development, LLC owns a single family residence located at 2919 Oak Pointe Blvd., Missouri City, TX 77479. K4M Construction filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 16-30646) on February 2, 2016. Johnie J. Patterson Esq., at Walker & Patterson as bankruptcy counsel. KATERA'S KOVE: Hires Robert W. Koehler as Attorney -------------------------------------------------- Katera's Kove, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Robert W. Koehler, Esq., as attorney. The Debtor requires Robert W. Koehler to: a. prepare bankruptcy petition and attendance at the first meeting of creditors; b. represent of the Debtor in relation to acceptance or rejection of executory contracts; c. advise the Debtor with regard to its rights and obligations during the Chapter 11 reorganization; d. advise the Debtor regarding possible preference actions; e. represent the Debtor in relation to any motions to convert or dismiss the Chapter 11 proceeding; f. represent the Debtor in relation to any motions for relief from stay filed by creditors; g. prepare the Plan of Reorganization and Disclosure Statement; h. prepare any objection to claims in the Chapter 11; and i. otherwise, represent the Debtor in general and any other related matter. The Debtor agreed to compensate Robert W. Koehler at the rate of $350 per hour. The Debtor and Robert W. Koehler have agreed to a retainer of $25,000. Prior to the filing of the Bankruptcy the Debtor paid $26,717.00 Robert W. Koehler, Esq., assured the Court that he 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. Robert W. Koehler, Esq. can be reached at: Robert W. Koehler, Esq. Manor Complex, Penthouse 564 Forbes Avenue Pittsburgh, PA 15219 Phone: (412)281.5336 E-mail: rkoehler@pghlaw.com About Katera's Kove, Inc.  Katera's Kove, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D.Penn. Case No. 16-23084) on August 19, 2016. Hon. Carlota M. Bohm presides over the case. Robert W. Koehler, Esq. represents the Debtor as counsel. In its petition, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Lynn Katekovich, CEO/president. KATERA'S KOVE: M. Barajas Appointed Patient Care Ombudsman ---------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, appointed Margaret Barajas, in her capacity as Pennsylvania's Long Term Care Ombudsman, as the patient care ombudsman in the Chapter 11 bankruptcy case of Katera's Kove, Inc. The Acting Trustee's Notice of Appointment of Patient Care Ombudsman is made on September 12, 2016. The appointment is pursuant to an Order entered August 29, 2016 directing the Acting U.S. Trustee to appoint a Patient Care Ombudsman. Margaret Barajas' address is at: PA Long-Term Care Ombudsman Ombudsman Office Pennsylvania Department of Aging 555 Walnut St. 5th Floor Harrisburg, PA 17101 Katera's Kove, Inc., dba Katera's Kove Home Health Agency, dba Katera's Kove Home Care Agency and Registry, dba Katera's Kove Personal Care & Secured Dementia Community, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 16-23084) on August 19, 2016, and is represented by Robert W. Koehler, Esq., in Pittsburgh, Pennsylvania. At the time of filing, the Debtor had $100,000 to $500,000 in estimated assets and $1 million to $10 million in estimated liabilities. The petition was signed by Lynn Katekovich, CEO/President. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/pawb16-23084.pdf KENNETH HAND SALES: Hires Flener as Counsel ------------------------------------------- Kenneth Hand Sales and Rental, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Kentucky to employ Mark H. Flener as counsel for the Debtor. The Debtor requires Flener to: a. service as attorney of record in all aspects of this Case, except for any matters for which a special counsel for conflicts is employed, and in any adversary proceedings commenced in connection with this Case, and to provide representation and legal advice to the Debtor throughout this Case; b. consult with the United States Trustee, and statutory committee and its counsel, any unofficial committee and its counsel, and all other creditors and parties in interest concerning the administration of this Case; c. take all necessary steps to protect and preserve the Debtors’ estate; d. assist in the disclosure and confirmation processes contemplated this Case; e. assist with and providing counsel regarding its business matters; and f. provide all other legal services required by the Debtor and assisting the Debtor in discharging its duties as debtor-in-possession in connection with this Case. Flener will be paid at $275 per hour and his paralegal at a rate of $90 per hour. Flener will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark H. Flener, Esq., assured the Court that he 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. Flener may be reached at: Mark H. Flener, Esq. 1143 Fairway Street, Suite 101 Bowling Green, KY 42102-0008 Phone: +1 270-783-8400 About Kenneth Hand Sales and Rental, Inc. Kenneth Hand Sales and Rental, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D.KY. Case No. 15-10337) on April 1, 2015. Mark H. Flener, Esq. serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. KINEMED INC: Has Until December 31 to File Chapter 11 Plan ---------------------------------------------------------- Judge Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California extended KineMed, Inc.'s exclusive periods to file and obtain acceptance of its Chapter 11 Plan to December 31, 2016 and March 31, 2016, respectively. The Debtor previously sought the extension of its exclusive periods, contending that the disposition of the Dynamic Proteomics Platform and the Midcap Financial Trust secured debt in order to allow for the recapitalization of the Debtor, a critical prerequisite to the development of its Plan, is in progress, but not yet completed. The Debtor told the Court that it expected discussions with Midcap to be concluded within the next several weeks, and that one or more related transactions will come before the Court for approval on October or November 2016. The Debtor further told the Court that discussions with Biopharma Forest, Inc. were also ongoing, with respect to the assumption and postconfirmation performace of the Ghrelin license – another critical prerequisite to the development of the Debtor's Plan. The Debtor related that because both sets of discussions must precede the filing of the Plan, the Debtor expects that it may not be in a position to file and prosecute the Plan until at least October 2016, and possibly later. About KineMed, Inc. Headquartered in Emeryville, California, KineMed, Inc., has developed and validated a proprietary drug development platform to clinically advance drugs more efficiently and with less risk for later sale/out-license. The Company is creating a pipeline of high value drug assets in muscle-wasting and fibrotic diseases. The pipeline is focused on Phase 2 trials with synthetic Ghrelin, to address CKD & muscle wasting in the elderly. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 16-41241) on May 4, 2016, estimating its assets at between $10 million and $50 million and debts at between $1 million and $10 million. The petition was signed by David M. Fineman, chairman and chief executive officer. Judge Roger L. Efremsky presides over the case. Merle C. Meyers, Esq., at Meyrs Law Group, PC, serves as the Debtor's bankruptcy counsel. KRISHNA ASSOCIATES: Unsecureds To Be Paid From Sale Proceeds ------------------------------------------------------------ Krishna Associates, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Texas a first amended disclosure statement describing the Debtor's plan of reorganization. Class 7 Unsecured Claims are estimated at $102,071.19 and are impaired. Holders of these claims will be paid on a pro rata basis of all remaining cash generated by the sale or liquidation of other unencumbered assets like Chapter 5 actions. Remaining cash here means that fund left after the payment of all claims identified in Classes 1-6. The First Amended Disclosure Statement is available at: http://bankrupt.com/misc/txeb15-50148-100.pdf The Plan was filed by the Debtor's counsel: Bill F. Payne, Esq. THE MOORE LAW FIRM, L.L.P. 100 North Main Street Paris, Texas 75460 Tel: (903) 784-4393 (972) 628-4901 E-mail: bpayne@moorefirm.com About Krishna Associates Headquartered in Texarkana, Texas, Krishna Associates, LLC, is owned and managed by Texarkana doctor Hiren Patel. It owns Country Inn and Suites and an adjacent vacant lot in Texarkana, Texas. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Texas Case No. 15-50148) on Nov. 3, 2015. The petition was signed by Hiren Patel, president. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. LANDS' END: Moody's Lowers CFR to B2; Outlook Remains Stable ------------------------------------------------------------ Moody's Investors Service downgraded Lands' End, Inc.'s Corporate Family Rating to B2 from B1 and Probability of Default Rating to B2-PD from B1-PD. Moody's also downgraded the company's senior secured term loan to B2 from B1. The company's Speculative Grade Liquidity Rating was affirmed at SGL-1 and the outlook remains Stable. The downgrade to B2 reflects weaker than anticipated operating performance that includes topline and EBITDA declines over the LTM period resulting in leverage above the previously stated downgrade trigger of 5.0 times. It also reflects Moody's expectation that credit metrics will remain outside the parameters of the B1 rating over the next 12-24 months as the company works to reverse recent operating trends in a challenging retail environment. Moody's estimates lease adjusted leverage at about 5.8 times for the LTM period ended July 29, 2016, and expects it could reach the low 6 times range over the next few quarters. Over the next 12-24 months, Moody's expects gross margins will benefit from ongoing management initiatives, but anticipates it will take time for some of the changes (particularly around new products, styles, and brand awareness) to resonate with the consumer, and as a result top line will remain under pressure. The stable outlook reflects Moody's expectation that while credit metrics are likely to deteriorate over the near term, they will remain appropriate for the rating level. The stable outlook is also supported by Lands' End's very good liquidity profile (as reflected by the SGL-1 rating) which provides the company with a meaningful cushion to manage through cyclically weak periods. As of July 29, 2016 Lands' End had cash in excess of $210 million and access to an undrawn $175 million Asset-Based Revolving credit facility ("ABL") with about $165 million of borrowing availability. While Moody's anticipates negative free cash flow for fiscal 2016 and only modestly positive flat free cash flow going forward, the rating agency believes the company's cash position and availability under its revolver will be more than sufficient to cover cash needs over the next 12-24 months. Moody's took these rating actions: Issuer: Lands' End, Inc. Corporate Family Rating, Downgraded to B2 from B1 Probability of Default Rating, Downgraded to B2-PD from B1-PD $515 Million Senior Secured Term Loan B due 2021, Downgraded to B2 (LGD4) from B1 (LGD4) Speculative Grade Liquidity Rating, Affirmed at SGL-1 Outlook, Stable RATINGS RATIONALE Lands' End's B2 CFR reflects its high leverage resulting from its 2014 spin-off from Sears combined with weak revenue and earnings trends over the last few years. The rating also reflects Moody's expectation that operating performance will continue to be challenged over the near term which will continue to weigh on credit metrics. Lands' End presence in Sears stores is a risk, considering Sears' continued contraction in its store base and its long-term track record of negative comparable store sales over the past few years. However, with only 13% of sales generated in these shops (for fiscal 2015), Moody's believes this risk is modest for Lands' End as a whole. The rating is supported by the company's meaningful direct to consumer business, which accounts for over 85% of its revenue, and Moody's belief that Lands' End is well positioned as consumers continue to shift apparel spending toward online purchases. The direct to consumer business includes Lands' End's International and Outfitter business - providing corporate and school uniforms - which Moody's believes provide additional diversification. Land's End's very good liquidity also supports the rating. The B2 rating assigned to the secured term loan reflects its second lien on the company's accounts receivable and inventory (the $175 million asset-based revolver has a first lien on these assets) and a first lien on substantially all other assets of the company. A ratings upgrade would require a reversal of recent operating trends, including a return to stable revenue and earnings growth, resulting in leverage below 5.0 times and interest coverage (EBIT/Interest Expense) sustained above 2.0 times. An upgrade would also require consistently positive free cash flow. Ratings could be downgraded if the company fails to stabilize revenue and earnings declines, resulting in leverage sustained above 6.5 times or interest coverage (EBIT/Interest Expense) below 1.4 times. A worsening liquidity profile including continued negative free cash flow or a meaningful reduction in cash or availability under the revolver could also result in a downgrade. The principal methodology used in these ratings was Retail Industry published in October 2015. Headquartered in Dodgeville, Wisconsin, Lands' End Inc. is a multi-channel retailer of clothing, footwear and accessories for men, women and children with products sold through catalogs, online through websites in the US and overseas as well as through 224 Lands' End Shops at Sears, 13 standalone Lands' End Inlet Stores, and 4 international shop-in-shops. Revenue approached $1.4 billion in the twelve month period ended July 29, 2016. LEDGES LLC: Court Extends Exclusive Plan Filing Period to Sept. 30 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Massachusetts extended Ledges, LLC's exclusive periods for filing and obtaining acceptances of a plan of reorganization through September 30, 2016 and November 30, 2016, respectively. Absent the extension, the Debtor's exclusive period to file a plan was scheduled to expire August 31, 2016, while its exclusive period to solicit acceptances to the plan is originally set to expire on October 28, 2016. As previously reported in the Troubled Company Reporter, the Debtor related that its senior secured lender, Hingham Institution for Savings had filed a motion for relief from the automatic stay, where a hearing was held on August 16, 2016, and the Court ordered the Debtor to file a disclosure statement and plan of reorganization on or before September 30, 2016. About Ledges, LLC. Ledges, LLC, owns a real property located at 42 State Park Road, Hull, Massachusetts, that consists of a vacant commercial building that formerly was used as a restaurant. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 16-11680) on May 3, 2016. The petition was signed by Steven Buckley, manager. John M. McAuliffe, Esq., at Mcauliffe & Associates, P.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated assets and liabilities at $500,001 to $1 million at the time of the filing. LIGHTSTREAM RESOURCES: Begins CCAA Process, Forbearance Agreement ----------------------------------------------------------------- Lightstream Resources Ltd. (LTS) on Sept. 19, 2016, disclosed that the Company has not been able to reach a satisfactory settlement agreement with respect to the litigation (the "Unsecured Noteholder Litigation") that has been commenced by certain holders of the Company's 8.625% unsecured notes due February 1, 2020 (the "Unsecured Notes"). Under the terms of a restructuring support agreement dated July 12, 2016, as amended and restated August 26, 2016 (the "Support Agreement") between the Company and an ad hoc committee (the "Ad Hoc Committee") of certain holders (the "Secured Noteholders") of the Company's 9.875% second lien secured notes due 2019, a settlement of the Unsecured Noteholder Litigation, acceptable to both the Company and the Ad Hoc Committee, had to be reached on or before September 16, 2016. As a result of the failure to reach such a settlement, in accordance with the terms of the Support Agreement, the Company is required to discontinue its currently contemplated plan of arrangement under the Canada Business Corporations Act (the "CBCA Arrangement"), commence proceedings under the Companies' Creditors Arrangement Act (the "CCAA") and seek an initial order under the CCAA for the purposes of implementing a sale transaction under the CCAA (a "CCAA Sale Transaction") by way of a credit bid by the Secured Noteholders or other form of transaction within the CCAA proceedings acceptable to both the Company and the Ad Hoc Committee, all subject to the terms and conditions of the Support Agreement. Accordingly, the Company intends to initiate proceedings at the Court of Queen's Bench of Alberta (the "Court") to implement the CCAA Sale Transaction pursuant to an initial order (the "CCAA Initial Order") on September 26, 2016. The Company anticipates that the stay prohibiting any person, including holders of the Company's Unsecured Notes ("Unsecured Noteholders") and Secured Noteholders, other than the lenders under the Company's revolving credit facility (the "Lenders"), from terminating, making any demand, accelerating, amending or declaring in default or taking any enforcement steps under any contract or other agreement to which the Company is a party, that was initially granted on July 13, 2016 and re-confirmed on August 29, 2016 will be supplemented and replaced by a broad stay of proceedings pursuant to the terms of the CCAA Initial Order. Trading of Lightstream securities on the Toronto Stock Exchange has been halted. The Company expects that trading will be suspended indefinitely and that the Toronto Stock Exchange will begin de-listing review proceedings on an expedited basis. In addition to the foregoing, the Company has entered into a second forbearance agreement (the "Forbearance Agreement") with The Toronto-Dominion Bank, as Administrative Agent and other Lenders. Under the terms of the Forbearance Agreement, among other things, the Lenders have agreed, subject to customary conditions and provided that the Company commences proceedings under the CCAA in accordance with the Support Agreement and the Forbearance Agreement, to forbear from exercising their enforcement rights and remedies arising on account of the cross defaults that have occurred under the revolving credit facility, including in respect of the Company's hedging liabilities, until December 31, 2016. A copy of the Forbearance Agreement will be filed under the Company's SEDAR profile at www.sedar.com On July 13, 2016, the Company began a robust sale and investment solicitation process (the "SISP"). The Company anticipates that the Court will approve the continuation of the SISP under the CCAA proceedings as part of the CCAA Initial Order to consummate the CCAA Sale Transaction pursuant to further order of the Court. The commencement of the CCAA Sale Transaction is not expected to affect normal course business operations. The Company continues to have cash on-hand and is continuing to pay all service providers, suppliers, contractors and employees as it pursues completion of the CCAA Sale Transaction. As result of the commencement of the CCAA process, the Company will not be holding the special meetings of Secured Noteholders or Unsecured Noteholders that were called to approve the CBCA Arrangement on September 30, 2016, as previously announced and will not be proceeding with its scheduled application for a final order of the Court of Queen's Bench of Alberta to approve the CBCA Arrangement on October 5, 2016. The meeting of holders of Lightstream's common shares ("Shareholders") will still be held as planned on September 30, 2016 to conduct the required annual meeting matters including the election of directors and appointment of auditors, but the CBCA Arrangement will not be considered at the meeting. The AGM is scheduled to commence at 9:00 am on September 30, 2016 and will be held at Eighth Avenue Place, Fourth Floor, 525 - 8th Avenue S.W., Calgary, Alberta. Readers are urged to consult the Company's press releases issued July 12, 2016, July 13, 2016, July 28, 2016, August 5, 2016, August 10, 2016, August 26, 2016 and September 9, 2016 as well as its management information circular dated August 29, 2016, for further details respecting the proposed recapitalization, the CCAA Sale Transaction and the AGM. About Lightstream Resources Lightstream Resources Ltd. is an oil and gas exploration and production company focused on light oil in the Bakken and Cardium resource plays. * * * The Troubled Company Reporter, on Aug. 23, 2016, reported that S&P Global Ratings said it affirmed its 'D' long-term corporate credit and senior unsecured debt ratings on Lightstream Resources Ltd. S&P Global Ratings subsequently withdrew the ratings. At the time of the withdrawal, Lightstream was still negotiating with its debtholders to reach a definitive agreement on debt restructuring. LUCAS ENERGY: DBS Investments Reports 8.1% Stake as of Aug. 25 -------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, DBS Investments, Ltd., DBS Management, LLC and Donnie B. Seay disclosed that as of Aug. 25, 2016, they beneficially own 1,247,912 shares of common stock of Lucas Energy, Inc., representing 8.1 percent of the shares outstanding. Effective Aug. 25, 2016, the Company, as borrower, and DBS and certain other Sellers, as guarantors, and International Bank of Commerce, as Lender, entered into a Loan Agreement, whereby the Company borrowed $40 million from the Lender. Additionally, in connection with the parties' entry into the Loan Agreement and to further secure amounts due thereunder, certain of the Guarantors pledged shares of Common Stock which they received at the Closing to the Lender, with DBS pledging 1,247,912 shares of Common Stock. Upon the occurrence of an event of default under the Loan Agreement, and subject to the terms thereof, the Lender can obtain ownership of, and therefore voting power and investment power over such pledged securities. As General Partner of DBS, DBS LLC, may direct the vote and disposition of the 1,247,912 shares of Common Stock held by DBS. As the manager of DBS LLC, Mr. Seay may direct the vote and disposition of the 1,247,912 shares of Common Stock held by DBS. A full-text copy of the regulatory filing is available at: https://is.gd/ehDx8c About Lucas Energy Based in Houston, Texas, Lucas Energy (NYSE MKT: LEI) -- http://www.lucasenergy.com/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in the Hunton formation in Central Oklahoma in addition to the Austin Chalk and Eagle Ford formations in South Texas. Lucas Energy reported a net loss of $25.4 million for the year ended March 31, 2016, compared to a net loss of $5.12 million for the year ended March 31, 2015. As of June 30, 2016, Lucas Energy had $14.73 million in total assets, $12.91 million in total liabilities and $1.82 million in total stockholders' equity. Hein & Associates LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2016, citing that the Company has incurred significant losses from operations and had a working capital deficit of $9.6 million at March 31, 2015. These factors raise substantial doubt about the Company's ability to continue as a going concern. MAHI LLC: Can Use United Community Bank Cash Until Sept. 28 ----------------------------------------------------------- Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Middle District of Louisiana authorized Mahi, LLC and OM Hospitality, LLC, to use United Community Bank's cash collateral on an interim basis until September 28, 2016. The approved Budget covers a period of three months, from September 2016 to November 2016. The Budget provides for total expenses for OM Hospitality, LLC, in the amount of $35,318 for each of the three months, and for Mahi, LLC, in the amount of $38,906 for each of the three months. The Debtors were directed to make adequate protection payments to United Community Bank in the amount of $5,000, not later than September 15, 2016. United Community Bank was granted adequate protection liens upon the cash collateral and all of the Debtors' presently-owned and after-acquired properties, in the same priority that United Community Bank held prior to the Petition Date. A final hearing to consider the use of cash collateral is scheduled on Sept. 28, 2016 at 11:00 a.m. A full-text copy of the Order, dated Sept. 14, 2016, is available at https://is.gd/lyaaaF About Mahi LLC Mahi, LLC, and OM Hospitality, LLC, sought protection under Chapter 11 (Bankr. M.D. La. Case Nos. 16-10601 and 16-10602) on May 24, 2016. The petitions were signed by Bhagirath Joshi, manager. The cases are jointly administered. The cases are assigned to Judge Douglas D. Dodd. The Debtors are represented by Ryan James Richmond, Esq., at Stewart Robbins & Brown LLC. The Debtors estimated both assets and liabilities in the range of $1 million to $10 million. MATTHEW HALPER: Files Plan to Exit Chapter 11 Protection -------------------------------------------------------- Matthew and Jeselie Halper on August 30 have filed with the U.S. Bankruptcy Court for the Southern District of Florida a plan to exit Chapter 11 protection. Under the proposed plan, Nissan Infinity, the only Class 4 general unsecured creditor, will be paid its claim of $3,215 in full. The company will receive a quarterly payment of $160 for a period of five years, starting on the first day of the month following the effective date of the plan, according to the Debtors' disclosure statement detailing the plan. A copy of the disclosure statement is available for free at https://is.gd/c6a4Z3 The Debtors believe that they will have enough cash on hand on the effective date of the plan to pay all claims and expenses. The Debtors are represented by: Chad T. Van Horn, Esq. Van Horn Law Group, P.A. 330 N. Andrews Ave., Suite 450 Fort Lauderdale, Florida 33301 Tel: (954) 765-3166 Fax: (954) 756-7103 Email: Chad@cvhlawgroup.com Matthew and Jeselie Halper filed voluntary petition for relief under Chapter 13 of the Bankruptcy Code on May 6, 2015. The case was converted to a Chapter 11 case (Bankr. S. D. Fla. Case No. 15-18297) on April 7, 2016. MEDAK TRUCKING: Seeks Authorization to Use Cash Collateral ---------------------------------------------------------- Medak Trucking, LLC, asks the U.S. Bankruptcy Court for the District of New Jersey for authorization to use cash collateral. The Debtor tells the Court that it generates an average of $1.5 million in gross annual income. The Debtor relates that as of the Petition Date, the following creditors have a purported security interest in the Debtor's property, including the Debtor's accounts, inventory and other collateral which is or may result in cash collateral: 1. 1st Global Capital, LLC 2. BMO Transportation Finance 3. Financial Pacific Leasing, Inc. 4. Fox Capital Group 5. Mercedes Benz Financial USA LLC 6. Santander Bank 7. Signature Financials, LLC 8. Simmons First Financial Bank 9. VEDC 10. BFS Capital The Debtor proposes to provide the secured creditors with replacement liens equal to the prepetition lien held by each of the secured creditors. A full-text copy of the Motion, dated Sept. 14, 2016, is available at https://is.gd/NbKPw2 About Medak Trucking Medak Trucking, LLC, based in Edison, N.J., filed a Chapter 11 petition (Bankr. D.N.J. Case No. 16-24788) on August 1, 2016. The petition was signed by Andrew Obadiaru, president. The Debtor is represented by David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens, LLP. Judge Michael B. Kaplan presides over the case. The Debtor estimated $0 million to $50,000 in assets and $1 million to $10 million in liabilities at the time of the filing. MEDFORD TRUCKING: Disclosure Statement Hearing on September 29 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of West Virginia is set to hold a hearing on September 29, at 11:00 a.m., to consider approval of the disclosure statement explaining the Chapter 11 plan of Medford Trucking LLC. The hearing will take place at Bankruptcy Courtroom B, 6400 Robert C. Byrd U.S. Courthouse, 300 Virginia Street East, Charleston, West Virginia. Objections are due by September 27. Medford Trucking LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. W.Va. Case No. 14-20354). MEDICAL INVESTORS: Court Denies Use of Cash Collateral ------------------------------------------------------ Judge Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia prohibited Medical Investors, LLC from using cash collateral. The Debtor’s Motion to Use Cash Collateral was objected to by both Sandra Estes and First Bank of Charleston, Inc. Judge Volk noted, at the hearing, that the Debtor failed to attach a budget. Judge Volk denied the Joint Motion for Relief From Stay filed by First Bank of Charleston, Inc. and Sandra Estes, and ordered the Debtor to make adequate protection payments to First Bank or pay First Bank the full value of its claim on or before Oct. 31, 2016. Judge Volk held that if a single payment is missed, First Bank is authorized to take collection and/or foreclosure action without the necessity for further legal proceedings. About Medical Investors Hurricane, West Virginia-based Medical Investors, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. W. Va. Case No. 16-30223) on May 5, 2016. The petition was signed by Darrin VanScoy, managing member. Judge Frank W. Volk presides over the case. Joseph W. Caldwell, Esq., at Caldwell & Riffee serves as the Debtor's bankruptcy counsel. The Debtor estimated assets at $1 million to $10 million and liabilities at $500,000 to $1 million. MESA MARKETPLACE: Wants to Use Cathay Bank Cash Collateral ---------------------------------------------------------- Mesa Marketplace Center, LLC, asks the U.S. Bankruptcy Court for the District of Arizona for authorization to use cash collateral securing obligations to Cathay Bank, Pacific Global Bank, or any other secured creditor. The Debtor owns and operates a shopping center on Country Club Drive in Mesa, near the US 60. The Debtor relates that it recently lost its largest tenant, and was unable to make the fall payments due to Cathay Bank in June and July 2016. The Debtor further relates that Cathay Bank refused the Debtor's tender of the August payment and initiated proceedings to appoint a receiver. The Debtor contends that it has candidates to occupy its largest space, as well as two tenants who have signed letters of intent for smaller spaces. The Debtor anticipates that these tenants will shortly provide the cash flow it needs to resume its prepetition payments, after either curing and reinstating those obligations or modifying them under a reorganization plan. The Debtor tells the Court that it needs the cash collateral to pay post-petition operating expenses, including vendors and utilities, and to ensure the uninterrupted operation of the Debtor's business. The Debtor's proposed Budget provides for total estimated monthly expenses in the amount of $10,116. The Debtor says that the secured creditors are adequately protected for the use of its cash collateral because the Debtor's operations act to preserve the value of the real estate which is the primary collateral, generating replacement cash collateral. The Debtor further says that the replacement cash generated from its operations is expected to exceed the amount of any lien on an ongoing basis. A full-text copy of the Debtor's Motion, dated Sept. 14, 2016, is available at https://is.gd/LpvShK About Mesa Marketplace Center Mesa Marketplace Center LLC dba Mesa Marketplace Center filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10094), on August 31, 2016. The petition was signed by Kenny Eng, manager. The case is assigned to Judge Scott H. Gan. The Debtor's counsel is Kelly G. Black, Esq., at Kelly G. Black, PLC. At the time of filing, the Debtor estimated assets and liabilities at $1 million to $10 million. MILLENIUM HOME: Can Use IRS Cash Collateral on Final Basis ---------------------------------------------------------- Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the Western District of Texas authorized Millennium Home Health Care, Inc. to use cash collateral on a final basis. The Debtor was authorized to use cash collateral to satisfy the postpetition obligations incurred in the ordinary course of its business, as well as make any payments approved by Order of the Court. The Debtor was directed to make monthly adequate protection payments to the Internal Revenue Service in the amount of $5,000, beginning on September 15, 2016. The IRS was granted valid first-priority replacement and additional liens and security interests, with priority over all other liens and security interests in and upon all the Debtor's assets, except for the ad valorem tax liens of Bexar County, Texas. A full-text copy of the Final Order, dated September 14, 2016, is available at https://is.gd/GkGI5e About Millennium Home Health Care, Inc. Millennium Home Health Care, Inc. filed a chapter 11 petition (Bankr. W.D. Tex. Case No. 16-51822-CAG) on Aug. 10, 2016. The petition was signed by David Fyffe, chief restructuring officer. The Debtor is represented by Randall A. Pulman, Esq. and Thomas Rice, Esq., at Pulman, Cappuccio, Pullen, Benson & Jones, LLP. The Debtor estimated assets and liabilities at $100,001 to $500,000 at the time of the filing. The Debtor operates as a home health care agency, providing skilled nursing to patients receiving care through Medicare, Medicaid and certain other private insurers. It also contracts with third parties to provide occupational therapy, speech therapy and physical therapy to its patients. MOUNTAIN THUNDER: Involuntary Chapter 11 Case Summary ----------------------------------------------------- Alleged Debtor: Mountain Thunder Coffee Plantation Int'l Inc. 73-4840 Kanalani Street, Suite 435 Kailua-Kona, HI 96740 Case No.: 16-00984 Involuntary Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Hon. Robert J. Faris Petitioners' Counsel: Ted N. Pettit, Esq. CASE LOMBARDI & PETTIT 737 Bishop Street, Suite 2600 Honolulu, HI 96813 Tel: (808) 547-5400 Fax: (808) 523-1888 E-mail: tnp@caselombardi.com - and - Ellen Andrea Swick, Esq. CASE LOMBARDI & PETTIT 737 Bishop Street, Suite 2600 Honolulu, HI 96813 Tel: (808) 547-5400 E-mail: eas@caselombardi.com Alleged creditors who signed the petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Hagadone Hawaii, Inc. Adevertising Fees $6,864 DBA This Week Publications 274 Puuhale Road, Ste. 200 Honolulu, HI 96819 8085475400 Thomas Spruance Product Nonpayment $1,833 84-5240 Painted Church Road Captain Cook, HI 96704 8085475400 Joseph K. Hing, Sr. Product Nonpayment $6,554 75-5797 Kini Loop Kailua-Kona, HI 96740 8085475400 Russell T. Komo Product Nonpayment $26,382 73-1263 Onaona Drive Kailua-Kona, HI 96740 8085475400 MRI SOFTWARE: S&P Affirms 'B+' Rating on New $40MM Loan Add-on -------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issue-level rating, with a '2' recovery rating on Cleveland, Ohio-based real estate enterprise software applications provider MRI Intermediate Holdings LLC (d/b/a MRI Software)'s first-lien senior secured credit facility upon the company's proposed $40 million add-on to the $155 million term loan due June 2021. The '2' recovery rating indicates S&P's expectation for substantial (70%-90%; lower half of the range) recovery in the event of a payment default. MRI intends to use the debt proceeds for general corporate purposes. All other ratings on MRI Software, including the 'B' corporate credit rating and stable outlook, remain unchanged. As a result of the $40 million incremental debt issuance, the company's adjusted leverage, pro forma for the transaction, will be about 7x, up from the high-6x area as of June 30, 2016. S&P expects the company's pro forma leverage to decline to the mid- to high-6x area by the end of 2016, primarily driven by high-single-digit organic growth. S&P's assessment of MRI Software's business risk profile incorporates the company's limited scale in the enterprise software industry, niche market focus within real estate, and narrow product offerings which are primarily aimed at accounting and property management functions. The company's low customer concentration risk and high recurring revenues partially offset these factors. RATINGS LIST MRI Intermediate Holdings LLC Corporate Credit Rating B/Stable/-- Rating Affirmed; Recovery Rating Unchanged MRI Software LLC Senior Secured B+ Recovery Rating 2L MULTI PACKAGING SOLUTIONS: Moody's Hikes CFR to B1; Outlook Stable ------------------------------------------------------------------ Moody's Investors Service upgraded Multi Packaging Solutions Limited's corporate family rating to B1 from B2 and probability of default rating to B1-PD from B2-PD and assigned a B1 rating to the new $220 million senior secured term loan due 2023. The proceeds from the new loan will be used to repay the $200 million senior unsecured notes as well as to pay fees and expenses related to the transaction. Terms and conditions of the new term loan are expected to be similar to the existing senior secured term loans. Moody's also assigned a SGL-2 speculative grade liquidity rating and affirmed other instrument ratings. The rating outlook is stable. "We upgraded Multi Packaging's corporate family rating as the company improved its leverage metrics in line with expectations," said Moody's analyst, Anastasija Johnson. Moody's took these actions: Multi Packaging Solutions Limited -- Upgraded corporate family rating to B1 from B2 -- Upgraded probability of default rating to B1-PD from B2-PD -- Affirmed senior secured bank credit facilities, B1/LGD 3 -- Assigned $220 million senior secured term loan due 2023, B1/LGD 3 -- Assigned speculative grade liquidity rating SGL--2 -- The outlook was changed to stable from positive Multi Packaging Solutions, Inc. -- Unchanged senior unsecured notes - Caa1/LGD6 (to be withdrawn at close) RATINGS RATIONALE The B1 corporate family rating reflects moderate leverage, relative scale as a global non-integrated manufacturer of packaging cartons and labels and exposure to stable consumer and healthcare end markets, which represent 89% of sales. The rating reflects geographic, operational and customer diversity, strong margins in mid-teens and modest capex requirements that support free cash flow generation. Tempering these strengths are acquisition-driven growth strategy and majority private equity ownership, which typically entails elevated financial risks. Additional rating constraints include relative short-track record as a public company (since October 2015). Other credit negatives are a fragmented industry with competitive pricing pressure, exposure to a multimedia market in secular decline, lags in passing through raw material cost increases and foreign-exchange risks. The stable outlook reflects expectations that the company will maintain moderate leverage and strong margins on the back of modest organic growth in the main consumer and healthcare market and ongoing operational improvement initiatives. The rating could be upgraded if the company establishes a sustained track record of maintaining its publicly stated leverage targets while executing its acquisition-driven growth strategy. Specifically, ratings could be upgraded if debt/EBITDA remains below 4.0x on a sustained basis, EBITDA margin remains above 15% and the company maintains good liquidity. Ratings could be lowered if the company's performance deteriorated and its acquisition-driven growth strategy worsened its credit metrics. Specifically, ratings could be downgraded if debt/EBITDA rose above 5 times and retained cash flow to debt fell below 7% of debt. A material weakening in liquidity, evidenced by a pattern of negative free cash flow or substantial drawings on revolving credit facilities, could also pressure ratings. Moody's assigned an SGL-2 speculative grade liquidity rating which indicates that we expect the company to maintain good liquidity over the next 12 to 18 months. The company had $45 million of cash on hand as of June 30, 2016, the majority of which is held overseas. Moody's expects the company to improve its free cash flow in fiscal 2017, assuming reduction in interest expense and declining acquisition and integration costs. The company plans to upsize its $50 million US Dollar revolver that matures in August 2018 to $70 million. The company also has GBP 50 million multi-currency credit facility which matures in August 2019. The company had no borrowings under its revolving facilities as of June 30, 2016 and approximately $116 million of availability under both revolvers. Annual amortization payments are approximately 1% of the initial principal amounts annually and there are no near-term maturities until the GBP revolver expires in 2019. The credit facilities have a springing net maximum first lien leverage covenant if borrowings exceed 25% of the commitments. The company had substantial cushion under the company and Moody's expect it to remain in compliance with the covenants over the next 12-18 months. The principal methodology used in these ratings was Global Paper and Forest Products Industry published in October 2013. Multi Packaging Solutions Limited (Multi Packaging), through its main operating subsidiaries in the US and Europe, is a global provider of consumer packaging products and solutions to the consumer, health care, and multi-media markets. Following the IPO and secondary offering, equity sponsors The Carlyle Group and Madison Dearborn Partners, Inc own a combined 55% of the company's shares. Revenue for the twelve months ended June 30, 2016, totaled $1.7 billion. MUSCLEPHARM CORP: Wynnefield Holds 8.3% Stake as of Sept. 15 ------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, Wynnefield Partners Small Cap Value, L.P. I, et al., disclosed that as of Sept. 15, 2016, they beneficially owned in the aggregate 1,150,470 shares of Common Stock, constituting approximately 8.3% of the outstanding shares of Common Stock of Musclepharm Corp. The percentage of shares of Common Stock reported as being beneficially owned by the Wynnefield Reporting Persons is based upon 13,834,680 shares outstanding as of Aug. 1, 2016, as set forth in the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2016, filed with the SEC on Aug. 9, 2016. The following table sets forth certain information with respect to Common Stock directly beneficially owned by the Wynnefield Reporting Persons listed below: Percentage Number of of Common Stock Name Common Stock Outstanding ---- ------------ --------------- Wynnefield Partners 515,922 3.7% Small Cap Value, L.P. I Wynnefield Partners 331,527 2.4% Small Cap Value, L.P Wynnefield Small Cap 263,021 1.9% Value Offshore Fund, Ltd. Wynnefield Capital, Inc. 40,000 .3% Profit Sharing & Money Purchase Plan A full-text copy of the regulatory filing is available at: https://is.gd/i1uGeu About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. MusclePharm Corporation reported a net loss of $13.8 million in 2014, a net loss of $17.7 million in 2013 and a net loss of $19 million in 2012. As of June 30, 2016, MusclePharm had $50.62 million in total assets, $65.63 million in total liabilities and a total stockholders' deficit of $15 million. MYPLAY DIRECT: Hires Halperin Battaglia as Counsel -------------------------------------------------- MyPlay Direct, Inc., seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Halperin Battaglia Benzija, LLP as counsel, nunc pro tunc to August 25, 2016. The Debtor requires HBB to: a. advise the Debtor with respect to its powers and duties as a debtor-in- possession in the continued operation of its business and the management of its property; b. assist the Debtor to emerge from the chapter 11 case; c. assist the Debtor in confirming a plan in this case; d. prepare, on behalf of the Debtor, necessary applications, answers, orders, reports and other motions, complaints, pleadings and documents; e. appear before the Bankruptcy Judge and the United States Trustee and to represent the interests of the Debtor before said Bankruptcy Judge and the United States Trustee; and f. perform any and all other legal services for the Debtor that may be necessary and appropriate herein. HBB will be paid at these hourly rates: Attorneys $295-$575 Law Clerks $135-$150 Paraprofessionals $95-$125 Alan D. Halperin, Esq., member of the law firm of Halperin Battaglia Benzija, 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 Debtor and its estates. HBB may be reached at: Alan D. Halperin, Esq. Donna H. Lieberman, Esq. Julie Dyas Goldberg, Esq. Halperin Battaglia Benzija, LLP 49 Wall Street, 37th Floor New York, NY 10005 Phone: (212)765-9100 Fax: (212)765-0964 E-mail: ahalperin@halperinlaw.com dlieberman@halperinlaw.com jgoldberg@halperinlaw.com About MyPlay Direct, Inc.   MyPlay Direct, Inc. filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-12457) on August 25, 2016. The petition was signed by Jeremy Bernstein, interim chief financial officer. The Debtor is represented by Alan D. Halperin, Esq., at Halperin Battaglia Benzija, LLP. The Debtor disclosed total assets at $1.3 million and total liabilities at $4.13 million as of August 25, 2016. NATURESCAPE HOLDING: Involuntary Chapter 11 Case Summary -------------------------------------------------------- Alleged Debtor: Naturescape Holding Group Int'l Inc. 73-4840 Kanalani Street, Suite 143 Kailua-Kona, HI 96740 Case Number: 16-00982 Involuntary Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Hon. Robert J. Faris Petitioners' Counsel: Louise K. Y. Ing, Esq. ALSTON HUNT FLOYD & ING 1001 Bishop Street, #1800 ASB Tower Honolulu, HI 96813 Tel: (808) 524-1800 Fax: (808) 524-4591 E-mail: ling@ahfi.com - and - Ted N. Pettit, Esq. CASE LOMBARDI & PETTIT 737 Bishop Street, Suite 2600 Honolulu, HI 96813 Tel: (808) 547-5400 Fax: (808) 523-1888 E-mail: tnp@caselombardi.com - and - Ellen Andrea Swick, Esq. CASE LOMBARDI & PETTIT 737 Bishop Street, Suite 2600 Honolulu, HI 96813 Tel: (808) 547-5400 E-mail: eas@caselombardi.com Alleged creditors who signed the petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Karen R. Fazzio Broker Fees $87,850 7711 Chance Drive Cleves, OH 45002 808-547-5400 Mario Hooper Product Nonpayment $4,263 P.O. Box 1180 Kealakekua, HI 96750 8085475400 GemCap Lending I, LLC Secured Claim $15,325 24955 Pacific Coast Highway, Ste. A202 Malibu, CA 90265 NEIMAN MARCUS: Bank Debt Trades at 6.04% Off -------------------------------------------- Participations in a syndicated loan under Neiman Marcus is a borrower traded in the secondary market at 93.96 cents-on-the-dollar during the week ended Friday, September 9, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.29 percentage points from the previous week. CEC Entertainment pays 300 basis points above LIBOR to borrow under the $2.9 billion facility. The bank loan matures on Oct. 16, 2020 and carries Moody's B2 rating and Standard & Poor's B- 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 September 9. NEXT GROUP HOLDINGS: Capital Deficiency Raises Going Concern Doubt ------------------------------------------------------------------ Next Group Holdings, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2.99 million on $2,707 of revenue for the three months ended June 30, 2016, compared with a net loss of $232,050 on $33,268 of revenue for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $3.75 million on $85,010 of revenue, compared to a net loss of $279,546 on $142,194 of revenue for the same period in the prior year. The Company's balance sheet at June 30, 2016, showed $1.60 million in total assets, $5.85 million in total liabilities, $22,066 in total non-controlling interest in subsidiaries, and a stockholders' deficit of $4.23 million. The Company has a working capital deficiency of $5,367,948 and accumulated deficit of $4,463,047 as of June 30, 2016. These factors raise substantial doubt about its ability to continue as a going concern. The Company's ability to continue as a going concern is dependent on the ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the company is unable to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/fleMd6 About Next Group Holdings, Inc. Next Group Holdings, Inc., formerly Pleasant Kids, Inc., through its operating subsidiaries, is engaged in the business of using its technology and certain licensed technology to provide mobile banking, mobility and telecommunications solutions to underserved, unbanked and emerging markets. Its subsidiaries are Meimoun and Mammon, LLC (100% owned), Next Cala, Inc (94% owned). NxtGn, Inc. (65% owned) and Next Mobile 360, Inc. (100% owned). Additionally, Next Cala, Inc. has a 60% interest in NextGlocal, a joint venture formed in May 2016. NEXTSTEP DEVELOPMENT: Can Use WienRitter Realty Cash Collateral --------------------------------------------------------------- Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the Western District of Texas authorized Nextstep Development, Inc., to use cash collateral on an interim basis. Judge Gargotta authorized the Debtor to temporarily use cash collateral in order to avoid immediate and irreparable harm to the Debtor and its bankruptcy estate pending a final hearing. The approved 15-Day Budget covers the period Sept. 6, 2016 to Sept. 21, 2016 and provides for total expenses in the amount of $29,403. Secured creditor WeinRitter Realty LP was granted a replacement lien and security interest on all of the Debtor's accounts, receivables and their proceeds, to the extent acquired after the Petition Date. Judge Gargotta held that the ad valorem taxes currently held by Bexar County incident to any real property or tangible personal property will neither be primed by nor subordinated to WeinRitter Realty's replacement lien. A continued hearing on the use of cash collateral is scheduled on Sept. 27, 2016 at 9:30 a.m. A full-text copy of the Interim Order, dated Sept. 14, 2016, is available at https://is.gd/kfpdlb About Nextstep Development Nextstep Development, Inc., doing business as Quality Inn Downtown South dba Econo Lodge Downtown South, filed a chapter 11 petition (Bankr. W.D. Tex. Case No. 16-52019) on Sept. 6, 2016. The petition was signed by Niraj Patel, director. The Debtor is represented by William B. Kingman, Esq., at the Law Offices of William B. Kingman, PC. The case is assigned to Judge Craig A. Gargotta. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. NJOY INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: NJOY, Inc. 15211 N. Kierland Blvd., Suite 200 Scottsdale, AZ 85254 Case No.: 16-12076 Type of Business: Manufacturer and distributor of electronic nicotene delivery systems Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Brya M. Keilson, Esq. GELLERT SCALI BUSENKELL & BROWN, LLC 1201 N. Orange Street, Suite 300 Wilmington, DE 19801 Tel: 302-416-3355 Fax: 302-425-5814 E-mail: bkeilson@gsbblaw.com Debtor's Financial Advisor: SIERRACONSTELLATION PARTNERS, LLC Debtor's Investment Banker: COHNREZNICK CAPITAL MARKETS SECURITIES LLC Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Jeffrey Weiss, general counsel and interim president. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Caesars Entertainment Marketing $3,775,400 P.O. Box 17010 Sponsorship Las Vegas, NY 89114 Jason M. Gastwirth Tel: 702-4017-6002 Email: jgaswirth@caesars.com DLA Piper, LLP (US) Legal $2,251,125 2525 East Camelback Road Services Suite 100 Phoenix, AZ 85016-4232 Steven Pidgeon Tel: 480-606-5124 Email: steven.pidgeon@dlapiper.com Goodwin Procter LLP Legal $1,072,200 53 State Street Services Boston, MA 02210 David Van Horne Tel: 415-733-6072 Email: davidhorne@goodwinprocter.com Media Storm, LLC Marketing $562,425 P.O. Box 6411 Professional Brattelboro, VT 05302-6411 Services Catherine Murphy Tel: 203-354-5334 Email: cmurphy@watercoolergoup.biz Sheetz, Inc. Trade Debt $334,644 242 Sheets Way Claysburg, PA 16625 Paul Crozier Tel: 814-330-7958 Email: pcrozier@sheetz.com Rabinowitz, Josh R&D Professional $314,635 2 Greenholm Street Services Princeton, NJ 08540 Josh Rabinowitz Tel: 650-906-3854 Email: josh@princeton.edu Walgreen Company Trade Debt $435,181 14130 Collections Ct. Drive Chicago, IL 60693 Keith Loeffler Tel: 847-315-2186 Email: keith.loeffler@walgreens.com Caesars Interactive Entertainment Marketing $260,100 One Ceasars Palace Drive Sponsorhip Las Vegas, NY 89109-8969 Kathy Backer Tel: 702-407-6300 Email: kbacker@caesar.com Hackney Trade Debt $240,805 Email: mike.anderson@hthackney.com West Consolidators, Inc. Inbound $211,170 Email: kenwong@westconsol.com Freight Biozone Laboratories, Inc. Product $186,695 Email: pfhaney@biozonelabs.com Supplier Costco-Mira Loma Trade Debt $168,898 Email: kbjones@costco.com Kleinfield, Kaplan and Becker LLP Legal $161,256 Email: sehrlich@kkblaw.com Services Wolf Greenfield & Sacks, PC Legal $157,905 Email: john.strand@wolfgreenfield.com Services S Abraham & Sons Trade Debt $155,884 Email: philip.abraham@sasinc.com Mapco Express, Inc. Trade Debt $144,275 Email: mike.nelson@mapcoexpress.com Carmona, Richard Board Fees $140,860 Email: rcarmona@canyonranch.com AMEX Purchasing Bank Loan $124,216 Eby Brown-Montgomery Trade Debt $113,586 Email: george.main@eby-brown.com GPM Investments LLC Trade Debt $111,262 Email: rmione@gpminvestments.com NJOY INC: E-Cigarettes Seller Files for Bankruptcy Protection ------------------------------------------------------------- NJOY, Inc., manufacturer and distributor of electronic nicotine delivery systems (ENDS), sought bankruptcy protection on Sept. 16, 2016, after its Kings 2.0 disposable e-cigarette (an alternative to smoking combustible cigarettes), was rejected by the market. In January 2014 and only a few months from its initial launch, NJOY ceased the manufacturing of Kings 2.0 product. NJOY intends to market its assets to ensure that it obtains the highest or best offers in accordance with certain bid procedures, subject to the court's approval. In January 2016, the Debtor hired Barclay's Capital Inc. to act as its investment advisor to explore the potential sale of its business to strategic purchasers. While some parties expressed interest in acquiring its assets, Barclay's received no formal offers. In June 2016, Barclays re-marketed the Debtor's business and executed non-disclosure agreements to conduct due diligence. The Debtor said it incurred substantial incremental costs in replacing Kings 2.0 with an improved product. Gross profit decreased $15.2 million as of June 30, 2014, primarily related to the Kings 2.0 launch. In the first quarter of 2014, the Debtor recorded an additional $3.9 million of excess product returns reserve as a reduction in net sales. Following a peak of $92.9 million in 2013, gross sales of Kings declined to $22.6 million in 2014 and $7.4 million in 2015. Government regulation also affected the Debtor's liquidity position. In May 2016, the FDA issued a ruling requiring manufacturers of "newly deemed" ENDS products to, among other things, (a) register with the FDA and report product ingredient listings; (b) only market new products after obtaining pre-market approval from the FDA; (c) not distribute free samples; (d) include a health warning on the packaging and not make "reduced risk" claims unless the FDA confirms the claim by scientific evidence. The Company also incurred substantial expenses in addressing and complying with the numerous state and local laws concerning the e-cigarettes products. In addition, NJOY incurred significant legal expenses in the defense of an infringement lawsuit commenced in June 2012 by Ruyan Investment (Holdings) Limited and its patent assignee, Fontem Ventures BV. The lawsuit, which implicated all of the Debtor's then-existing device products, was settled in November 2015 based on confidential settlement terms. In the course of that litigation and reexamination proceedings, NJOY incurred attorneys' fees in excess of $2.5 million. Headquartered in Scottsdale, Arizona, NJOY sells e-cigarettes and vaping products to wholesalers, distributors and retailers. The Company was the first major ENDS company to offer products across all form factors: disposable and rechargeable cigalikes, open system e-liquids and vaping devices, and advanced closed system e-liquids. The Debtor has no in-house manufacturing capabilities. Its hardware is sourced from two major suppliers in China. The Debtor sources e-liquids from facilities based in the United States. As of Sept. 9, 2016, the Debtor had a total of 15 employees. As of June 30, 2016, the Debtor had: (a) an accumulated deficit of $234.4 million; (b) total current liabilities of $32.17 million; (c) total outstanding loans of $3.8 million with FLFC Lending Co.; and (e) accounts payables of approximately $14.02 million. NJOY has hired Gellert Scali Busenkell & Brown, LLC as counsel, Sierraconstellation Partners, LLC as financial advisor, Cohnreznick Capital Markets Securities Investment LLC as investment banker and UpShot Services LLC as notice and claims agent. Contemporaneously with the petition, the Debtor filed various first day motions seeking permission to, among other things, obtain postpetition financing, pay critical vendor claims, use existing cash management system, and pay employee obligations. The case is In re NJOY, Inc., Bankr. D. Del. Case No. 16-12076. The case is pending before the Honorable Christopher S. Sontchi. A full-text copy of Jeffrey Weiss' declaration is available at: http://bankrupt.com/misc/4_NJOY_Declaration.pdf O2 PARTNERS: Moody's Rates Proposed $212MM Facilities B2 -------------------------------------------------------- Moody's Investors Service assigned B2 ratings to O2 Partners, LLC's (dba "Ortholite") proposed $212 million senior secured credit facilities. Moody's also assigned a B2 Corporate Family and a B3-PD Probability of Default rating to the company. The ratings outlook is stable. Ortholite intends to use proceeds from the proposed term loan to refinance existing debt and fund a dividend to shareholders of its parent company, BP Ortholite LLC, and pay fees and expenses. The assigned ratings are based on terms and conditions of the financing provided to Moody's, and are subject to review of final documentation. This is a first-time rating on Ortholite. Ratings assigned: Corporate Family Rating at B2 Probability of Default Rating at B3-PD $12 million senior secured revolver due 2021 at B2 (LGD 3) $200 million senior secured term loan due 2022 at B2 (LGD 3) The ratings outlook is stable RATINGS RATIONALE Ortholite's B2 CFR reflects small revenue scale, narrow product focus on high-performance footwear insoles, and high concentration of sales with a few sizeable branded footwear companies. The rating also considers the inherent risks of being owned by a private equity sponsor, specifically as it relates to the potential for shareholder-friendly financial policies. At around 4.0x, Ortholite's pro forma lease-adjusted debt/EBITDAR will be moderate following the proposed debt-financed dividend, although debt is higher than the company's trailing twelve month revenue. Interest coverage will exceed 3.0x. The rating also reflects Ortholite's well-recognized brand name within its narrow category and stable customer relationships, supported by increased co-branding with many of its well-known customers. Moody's believes that stable growth is the result of favorable industry fundamentals such as population growth, rising incomes, premiumization driven by increased awareness in health & wellness, and the recurring nature of footwear purchases in general. Ortholite has grown rapidly since its creation in 1997, and has achieved very strong profit margins that are consistent with many premium apparel brands. When coupled with modest capital expenditure and working capital needs, the company generates positive free cash flow that Moody's expects will be used to materially reduce debt and leverage. The B2 ratings assigned to Ortholite's secured credit facilities reflect the first lien position on substantially all domestic assets of the company and guarantors, 100% of all outstanding equity of the direct subsidiaries and 65% of the voting equity interest in foreign subsidiaries. The facilities comprise the entire capital structure. The facilities are guaranteed by BP Ortholite LLC, the company's direct parent company. The stable outlook reflects Moody's expectation for gradual improvement in debt protection metrics over the next 12-18 months due to continued profitable growth and debt reduction. A ratings upgrade would require increased revenue scale and greater product and channel diversity. An upgrade would also require very good liquidity and an expectation that financial policies will preserve a stronger quantitative credit profile. Metrics include lease-adjusted debt/EBITDAR sustained near 3.0x and EBITA/Interest near 5.0x. The ratings could be downgraded if operating results were to turn meaningfully negative, financial policies become more aggressive or liquidity materially erodes, particularly if free cash flow were to turn negative. Specific metrics include lease-adjusted debt/EBITDAR rising above 5.5x and EBITA/Interest falling below 2.0x. Headquartered in Amherst, MA, Ortholite designs, manufactures and supplies high-performance, open-cell foam insoles to branded footwear companies. Revenue for the twelve month period ended June 2016 exceeded $150 million. The principal methodology used in these ratings was Global Apparel Companies published in May 2013. OASIS PETROLEUM: S&P Affirms 'B+' CCR & Revises Outlook to Stable ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating, on Houston, Texas-based oil and gas exploration and production company Oasis Petroleum Inc. and revised the rating outlook to stable from negative. S&P also affirmed its 'B+' issue-level rating on the company's senior unsecured debt. S&P simultaneously revised the recovery rating on this debt to '3', indicating its expectation of meaningful (50% to 70%; lower end of range) recovery in the event of a payment default, from '4'. Finally, S&P assigned its 'B+' issue-level rating to the company's newly issued senior unsecured convertible notes due 2023. "The revised outlook reflects our view that Oasis' credit measures will remain adequate for our expectations for a 'B+' rating through 2017," said S&P Global Ratings credit analyst Christine Besset. S&P has reduced its forecasts for operating costs to reflect the cost savings achieved by Oasis in the first half of 2016, and have lowered the company's capital spending in line with company guidance in 2016 and S&P's expectation that Oasis will spend within cash flow in 2017. S&P notes that Oasis was able to maintain broadly stable production in 2015 and 2016 despite a sharp reduction in capital spending and S&P expects this trend to continue in 2017. S&P's revision of the recovery ratings on Oasis' senior unsecured debt reflects an increase in the valuation of the company's oil and gas reserves as of midyear 2016 due to reserves additions and lower operating costs since year-end 2015. The ratings on Oasis reflect S&P's assessment of the company's business risk as weak, its financial risk as aggressive and liquidity as adequate. The stable outlook reflects S&P's expectation that Oasis will be able to maintain FFO/debt around 15% over the next couple years despite S&P's weak outlook for commodity prices. In particular, S&P expects the company will not outspend cash flows in 2017. S&P's forecast scenario assumes that Oasis will be able to maintain production broadly flat next year with capital spending of only about $300 million. S&P could lower the ratings if it expected FFO/debt to fall below 12% for a prolonged period. This would most likely be due to a further weakening in commodity prices, lower-than-expected production or higher-than-expected capital spending. S&P could consider an upgrade if it forecasted FFO/debt to increase and remain above 20% on a sustained basis. This would most likely be due to commodity prices averaging above S&P's price deck assumptions. P & L GAS DISPENSERS: Disclosure Statement Hearing on October 5 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas is set to hold a hearing on October 5, at 11:00 a.m., to consider approval of the disclosure statement explaining the Chapter 11 plan of P & L Gas Dispensers LLC. The hearing will take place at the U.S. Bankruptcy Court, Courtroom 304, 4th Floor, 515 Rusk Avenue, Houston, Texas. Objections are due by September 30. P & L Gas Dispensers, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 16-30165) on January 5, 2016. The Debtor is represented by James Patrick Brady, Esq., at Brady Law Firm. PATRIOT ONE: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Patriot One, Inc. Patriot One, Inc. filed Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-23160) on August 26, 2016. Robert O. Lampl, Esq., serves as the Debtors' counsel. PEN INC: Accumulated Deficit Raises Going Concern Doubt ------------------------------------------------------- PEN Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $125,691 on $2.21 million of total revenues for the three months ended June 30, 2016, compared with a net loss of $582,578 on $2.31 million of total revenues for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $245,626 on $4.19 million of total revenues, compared to a net loss of $767,970 on $5.38 million of total revenues for the same period in the prior year. The Company's balance sheet at June 30, 2016, showed $3.70 million in total assets, $4.12 million in total liabilities, and a stockholders' deficit of $418,341. As reflected in the consolidated financial statements filed with its Form 10-K on March 30, 2016, the Company had a net loss of $1,869,247 and $2,370,254 for the years ended December 31, 2014 and 2015. Additionally, the Company had a net loss of $245,626 for the six months ended June 30, 2016. Additionally, the Company had an accumulated deficit, a stockholders' deficit and a working capital deficit of $5,589,792, $418,341 and $944,173, respectively, at June 30, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. During 2015 and continuing in the first two quarters of 2016, management has taken measures to reduce operating expenses. Although the Company has historically raised capital from sales of equity and from the issuance of promissory notes, there is no assurance that it will be able to continue to do so. If the Company is unable to raise additional capital or secure additional lending in the near future, management expects that the Company will need to curtail its operations. A copy of the Form 10-Q is available at: https://is.gd/58D0G4 About PEN Inc. PEN Inc. through its wholly-owned subsidiary, Nanofilm, Ltd., develops, manufactures and sell products based on technology which permits the fabrication of oriented, ultra-thin films of organic or polymeric crystals, and also produces a line of personal lens cleaners and accessories. These products are marketed internationally primarily to customers in the eyeglass industry. Through its wholly-owned subsidiary, Applied Nanotech, Inc., primarily conducts research and development services for governmental and private customers. PHOENIX BRANDS: Wants Jan. 14 Exclusive Plan Filing Extension ------------------------------------------------------------- Phoenix Brands LLC and its affiliated Debtors ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file a chapter 11 plan and solicit acceptances to the plan, to January 14, 2017 and March 15, 2017, respectively. The Debtors relate that since the closings on the Debtors' very successful sales of their three business units, the Debtors' personnel and management have been fully engaged in the transition of these businesses to the purchasers in accordance with the transition services agreements entered into between the Debtors and the Purchasers as part of the sales process. The Debtors further relate that implementation of the TSAs has been unexpectedly difficult and required significant and time consuming work and negotiations by management and the CRO with the purchasers and with vendors who provide logistics, warehousing, and material to the Debtors. The Debtors tell the Court that simultaneously, their legal and financial advisory professionals have been analyzing financial data, filed proofs of claim, potential causes of action and avoidance actions, and intercompany transfers and transactions to prepare a confirmable plan of liquidation that will provide distributions to the Debtors' unsecured creditors. The Debtors further tell the Court that to complete the plan and disclosure statement and all incorporated financial analytics as well as to be in a position to share the proposed plan with the Official Committee of Unsecured Creditors and the Debtors' largest creditors prior to filing, the professionals require input and material from the very same small management team that also services the TSAs. The Debtors contend that the TSA for the Canadian business has just ended and that business has been fully transitioned to the purchaser of the Canadian business. The Debtors further contend that this will free up some of management's time and the Debtors believe they will be in a position to file their plan and disclosure statement shortly. The Debtors request the Court for a 120-day extension of their Exclusive Periods in order to do so. The Debtors' exclusive period to file a chapter 11 plan was set to expire on September 16, 2016, while their exclusive period to solicit acceptances to the plan is set to expire on November 15, 2016. About Phoenix Brands LLC. Phoenix Brands LLC, Phoenix Brands Parent LLC, Phoenix North LLC, and Phoenix Brands Canada ULC filed chapter 11 petitions (Bankr. D. Del. Case Nos. 16-11242 to 16-11245) on May 19, 2016. The petitions were signed by William Littlefield, CEO and President. The cases are assigned to Judge Brendan Linehan Shannon. A motion for joint administration of the Chapter 11 cases is pending. The Debtors are represented by Joseph T. Modlovan, Esq. and Robert K. Dakis, Esq., at Morrison Cohen LLP. The Debtors have retained Laura Davis Jones, Esq. and Joseph M. Mulvihill, Esq., at Pachulski Stang Ziehl & Jones LLP as Local Counsel; Houlihan Lokey as Investment Banker; Getzler Henrich & Associates LLC as Financial Advisor; Hunterpoint, LLP as CRO Provider; Osler, Hoskin & Harcourt LLP as Canadian Counsel; and Omni Management Group, LLC as Claims/Noticing Agent. The Debtors estimated assets and debts at $10 million to $50 million at the time of the filing. PHOTO STENCIL: Hires EKS&H for Accounting Services -------------------------------------------------- Photo Stencil, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Colorado to employ EKS&H, LLLP to provide accounting services. The Debtor is engaged in business as a designer and manufacturer of high-performance stencils, squeegee blades, and tooling for the surface mount assembly, solar, and semiconductor industries. Among other things, the Debtor designs and manufactures high end stencils for the electrical component industry and is the only such company with such capability in North America. The Debtor operates out of its facility located at 16080 Table Mountain Parkway, Suite 100, Golden, Colorado 80403. EKS&H will be providing profession services limited to the preparation of federal and state tax returns. The total fee for the preparation of the Debtor's tax returns is $12,000. EKS&H has also requested a retainer in the amount of $6,000. John Browne, partner at EKS&H, LLLP, 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. EKS&H, LLLP, may be reached at: John Browne, partner at EKS&H, LLLP 7979 East Tufts Avenue, Suite 400 Denver, CO 80237 Phone: (303)740-9400 E-mail: jbrowne@eksh.com About Photo Stencil, LLC.   Photo Stencil, LLC, filed a chapter 11 petition (Bankr. D. Colo. Case No. 16-16897) on July 12, 2016. The petition was signed by Eric Weissman, CEO. The Debtor is represented by Lee M. Kutner, Esq., at Kutner Brinen, P.C. The case is assigned to Judge Michael E. Romero. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million at the time of the filing. PICO HOLDINGS: Bloggers Say UCP To Sell For Land Value Only ----------------------------------------------------------- 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 are adamant that UCP will not sell as a going concern, but instead will sell based on the value of its real estate inventory. The bloggers note that UCP CFO, Jamie Pirrello writes frequently on the homebuilder industry. "We read several of Jamie's posts. We like his conservative bias and impressive breadth of knowledge. A little less than 2 years ago, Mr. Pirrello wrote an articulate and honest piece about homebuilder acquisitions. We include a pertinent quote: 'While classic finance theory values a company based on its expected future cash flows, today home builders are being valued on the fair-market-value of the assets being acquired. Home builders don't get valued on the discounted value of the future cash flow they are capable of generating. When a home builder looks to acquire another home builder, the purchaser views the acquisition as a method to acquire land positions, as land position are usually the most significant asset owned by the seller. We can see this by the fact that Goodwill (the excess of the purchase price over current asset value) is not commonly recorded as part of an acquisition; all of the premium is attributed to assets being acquired.'" The bloggers profess admiration for Mr. Pirrello. "After reading his work, we have only compliments. Jamie is a sharp, articulate guy. He demonstrates a strong value streak and a temperance that likely serves him well in one of America's most cyclical industries. Rather we include these quotes to demonstrate that RPN is not just throwing out self-interested opinion. Mr. Pirrello himself is saying the same things -- just not about UCP -- cuz he wasn't CFO when he wrote them." The bloggers cite some of Mr. Pirrello's writings about UCP -- before he became CFO. "Builder Magazine recently released its 2015 Homebuilder Rankings, complete with a Report Card. This publication grades UCP a C+ and notes, 'It placed last in operations and fourth-from-the-bottom in financial despite having the fourth-best EPS growth. . .' A little more than a year ago, Mr. Pirrello and his team at Juniata College, ranked UCP in the bottom fifth of publicly traded homebuilders -- 18th out of 22, to be exact. Given UCP's short operating history, its low margins, its subscale presence in all markets but one, its poor corporate governance, its meager returns on capital, its ranking by Builder Online as one of the worst publicly-traded homebuilders -- does anyone honestly think UCP is going to sell at a premium to the fair market value of the land? If so, John Hart, PICO CEO, wants to sell you a collection of $3 bills." PNW ARMS: Court Inks Approval of ZB N.A. Cash Use Agreement ------------------------------------------------------------ Judge Terry L. Myers the U.S. Bankruptcy Court for the District of Idaho approved PNW Arms, LLC's Cash Collateral, Adequate Protection, and Plan Treatment Agreement with ZB N.A. dba Zions First National Bank. Judge Myers also approved the Debtor's proposed monthly adequate protection payments to Zions, in the amount of $20,000, as well as the payment of $20,500 to Zions from the sale of certain equipment, to be distributed to Zions once the proceeds of such sale is received. The Troubled Company Reporter published on Sept. 2, 2016, that the Debtor asked for the Court's approval of its cash collateral agreement with Zions, which contains, among others, these relevant terms: (a) The Parties agree that the Debtor may use proceeds from the Zions Bank Cash Collateral from June 21, 2016 through June 30, 2017 in accordance with the stipulated budget. (b) The Parties further agree that the Debtor may use proceeds from the Zions Bank Cash Collateral only for the purposes and in the amounts set out in Approved Budget during the Agreement Term. (c) In exchange for, and as adequate protection to, Zions Bank for the Debtor's possession and use of the other Zions Bank Collateral during the pendency of the Bankruptcy Case, including the Debtor's use of the Zions Cash Collateral during the Agreement Term, the Debtor agrees to pay Zions Bank $131,750 from the sale of stock-piled powder and excess equipment pursuant to the schedules set forth in the Approved Budget. (d) To provide Zions Bank with additional adequate protection for the Debtor's use of the Zions Bank Collateral, the Debtor agrees to make monthly adequate protection payments to Zions Bank in the amount of $20,000.00 each, starting on or before September 10, 2016. (e) The Parties further agree that Zions Bank will apply such adequate protection payments received by Zions Bank in the following order: first, to accrued and unpaid interest; second, to costs and expenses allowable under the Zions Bank Loan Agreement, including, reasonable attorneys or professional fees; and third, to the reduction of outstanding principal. (f) The Debtor also grants Zions Bank a first-priority post-petition security interest and replacement lien upon all assets of the Debtor, whether such assets were in existence prior to the commencement of the Bankruptcy Case or have been or may be acquired by the Debtor after the commencement of the Bankruptcy Case. A full-text copy of the Cash Collateral Order, dated September 6, 2016, is available at https://is.gd/wPeqgb About PNW Arms, LLC PNW Arms, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 16-20457) on June 21, 2016. The petition was signed by Mark Baciak, managing member. The case is assigned to Judge Terry L. Myers. The Debtor is represented by Bruce A. Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott & Macdonald, Chtd. At the time of the filing, the Debtor estimated its assets and debt at $1 million to $10 million. PORTO RESOURCES: Unsecureds To Be Paid in Full Under Plan --------------------------------------------------------- Porto Resources LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York an amended disclosure statement describing the Debtor's amended plan of reorganization. Under the Amended Plan, allowed Class 2 General Unsecured Claims are impaired and will be paid in full on the effective date. Class 2 includes claims of Robert Gummineck and Mitchell Cantor, estimated at $1,500 each. Receivers account current at approximately $125,000 estimated to be $150,000 by May 2016, should be noted that upon plan confirmation, any excess funds should be transferred to back the Debtors operating account. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/nyeb14-41430-141.pdf Porto Resources LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-14130), and is represented by: Michael L. Previto, Esq. 6 Lyndon Lane S. Setauket, NY 11720 Tel: (631) 379-0837 PRESS GANEY: S&P Assigns 'B' CCR After EQT Acquisition ------------------------------------------------------ S&P Global Ratings said that it assigned a 'B' corporate credit rating to Wakefield, Mass.-based Press Ganey Holdings Inc. following its acquisition by private equity firm EQT. At the same time, S&P assigned its 'B' issue-level rating to the company's proposed first-lien credit facility, comprising a $70 million revolving credit facility and a $740 million term loan. S&P assigned this debt a recovery rating of '3', indicating its expectation for meaningful (lower end of the 50%-70% range) recovery in the event of a payment default. S&P also assigned its 'CCC+' issue-level rating to the proposed $288 million second-lien term loan. S&P assigned this debt a recovery rating of '6', indicating its expectation for negligible (0%-10%) recovery in the event of a payment default. Press Ganey is the leading provider in a narrow business that focuses on patient-experience services in the U.S. The company has a long history in this niche, having built itself into a relatively dominant market position, serving a majority of acute-care hospitals in the U.S. The business outlook is favorable as quality measures become more meaningful for its clients. While the company commands an impressive market share in its core business, S&P believes there is potential for increased competition. In addition, Press Ganey faces heavy competition and low barriers to entry in a potential future growth engine, its relatively new consulting business. Despite competitive pressures, industry growth should benefit from increasing regulatory requirements for compliance reporting. Patient satisfaction measures and Medicare's reformed pay-for-performance reimbursement model, known as Hospital and Home Health Consumer Assessment of Healthcare Providers and Systems (HCAHPS and HHCAHPS), and mandated by the Center for Medicare and Medicaid Services, drive increased demand for patient experience services. Medicare pay-for-performance requires some providers to be measured against their peers on patient satisfaction for full Medicare payment reimbursement. The company's strong brand awareness in a very narrow niche market, aided by a proprietary database including 30 years of survey-response benchmarking data, helps offset competitive risks. S&P believes this gives Press Ganey a competitive advantage and provides some barriers to entry into its patient experience business. Demand for patient experience services is largely driven by health care providers that want to improve clinical outcomes and measure performance for compensation purposes by benchmarking patient satisfaction survey results against peers. S&P expects demand to increase slightly over the near to medium term, resulting in a strong recurring revenue base. The company's average revenue retention rate was 94% for the Q2 2014-Q2 2016 period. Pro forma for the recapitalization, Press Ganey's adjusted leverage will be 7.3x and funds from operations (FFO) to total debt will be 8.5%. S&P's base-case assumption for 2016 and 2017 indicates that leverage will be sustained at greater than 6.0x and that FFO to total debt will be 7%-9%. S&P views both metrics as well within the range of a "highly leveraged" financial risk profile. Base Case Scenario -- S&P expects revenue growth of about 18% in 2016 and 10% in 2017, driven by the cross-sale of services to existing clients, small-to-modest sized acquisitions, and price increases. -- S&P expects slight EBITDA margin improvement to about 38% by the end of 2016, up from 36.3% at the end of 2015, driven by the continued shift toward electronic measurement and delivery and continued sales of higher margin solutions to its client base. -- S&P projects that annual free operating cash flow generation will be more than $40 million over the forecast period. -- Following recapitalization, S&P expects adjusted leverage will be sustained above 5.0x for the duration of the projected period. S&P assess Press Ganey's liquidity as "adequate," with sources of cash likely to exceed uses by at least 1.2x for the next 12 months. However, S&P believes liquidity is constrained in that the company cannot absorb high-impact, low-probability events without material refinancing. Principal Liquidity Sources: -- Pro forma cash and cash equivalents of $5 million as of June 30, 2016. -- Full availability under its $70 million revolving credit facility. -- Expected FFO of $85 million-$90 million. Principal Liquidity Uses: -- Capital expenditures of $25 million-$30 million. -- Moderate acquisitions. -- Limited working capital usage. -- Mandatory debt payments of $7.4 million per year. S&P's stable rating outlook on Press Ganey reflects S&P's expectation that leverage will remain above 6.0x over the next year following its acquisition by EQT, despite continued revenue growth and above-average EBITDA margins. The downside risk is limited given the company's existing solid market position and diverse customer base. However, a downgrade could occur if S&P believes business operations are threatened by new competition that may result in loss of customers, leading to a double-digit revenue decline and severe EBITDA margin erosion. Such an occurrence might result in a revision to S&P's business risk assessment. While S&P's base case suggests an upgrade is unlikely in the near term, it could raise the ratings if Press Ganey achieves solid growth in the consulting or clinical performance sector and/or considerably increases its scale within all operations. S&P could also raise the ratings if Press Ganey continues to generate and reinvest high levels of free cash flow back into the business. These results could prompt S&P to view its business or financial risk more favorably than its peers. S&P do not believe the company can reduce leverage to a level that could trigger an upgrade over the next year. PRIME GLOBAL: Incurs US$220,000 Net Loss in Third Quarter --------------------------------------------------------- Prime Global Capital Group Incorporated filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of US$219,990 on US$436,462 of net total revenues for the three months ended July 31, 2016, compared to a net loss of US$107,959 on US$504,757 of net total revenues for the three months ended July 31, 2015. For the nine months ended July 31, 2016, the Company reported a net loss of US$485,415 on US$1.28 million of net total revenues compared to a net loss of US$1.07 million on $1.53 million of net total revenues for the nine months ended July 31, 2015. As of July 31, 2016, the Company had US$48.17 million in total assets, U$18.3 million in total liabilities and US$29.8 million in total equity. As of July 31, 2016, the Company had cash and cash equivalents of $331,587, as compared to $836,794 as of Oct. 31, 2015. The Company's cash and cash equivalents decreased as a result of cash used in operation and repayment of bank loans and repayment to related parties. "We expect to incur significantly greater expenses in the near future, including the contractual obligations that we have assumed ... to begin development activities. We also expect our general and administrative expenses to increase as we expand our finance and administrative staff, add infrastructure, and incur additional costs related to cope with our development activities, including directors' and officers' insurance and increased professional fees. "We have never paid dividends on our Common Stock. Our present policy is to apply cash to investments in product development, acquisitions or expansion; consequently, we do not expect to pay dividends on Common Stock in the foreseeable future. "The continuation of the Company as a going concern is dependent upon improving our profitability and the continuing financial support from our stockholders. Our sources of capital in the past have included the sale of equity securities, which include common stock sold in private transactions and public offerings, capital leases and short-term and long-term debts. While we believe that we will obtain external financing and the existing shareholders will continue to provide the additional cash to meet our obligations as they become due. There can be no assurance that we will be able to raise such additional capital resources on satisfactory terms. We believe that our current cash and other sources of liquidity ... are adequate to support operations for at least the next 12 months." The Company's quarterly report on Form 10-Q is available from the SEC website at https://is.gd/MNNflW About Prime Global Kuala Lumpur, Malaysia-based Prime Global Capital Group operated in the following three business segments during fiscal year 2014: (i) software business (the provision of IT consulting, programming and website development services); (ii) plantation business (including oilseeds and castor seeds business); and (iii) its real estate business. In the fourth quarter of fiscal 2014, the Company discontinued its castor seeds business in China, and in December 2014 it discontinued the software business (the provision of IT consulting, programming and website services) in Malaysia. As a result, the Company no longer conduct business operations in China and anticipate winding down or otherwise selling its interests in the following entities: Power Green Investments Limited; Max Trend International Limited and Shenzhen Max Trend Green Energy Co Ltd. Prime Global reported a net loss US$1.59 million for the year ended Oct. 31, 2015, compared to a net loss of US$1.33 million for the year ended Oct. 31, 2014. Crowe Horwath (HK) CPA Limited, in Hong Kong, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Oct. 31, 2015, citing that the Company has a working capital deficiency, accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Oct. 31, 2015. All these factors raise substantial doubt about its ability to continue as a going concern. PROGRESSIVE ACUTE: Can Use Cash Collateral Until Oct. 18 -------------------------------------------------------- Judge Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana authorized Progressive Acute Care, LLC, et al., to use Business First Bank's cash collateral on an interim basis. The Debtors were authorized to use cash collateral for a period from the Petition Date through the earliest to occur of: (a) the payment in full or refinance of all of the Debtors' obligations under the Loan Documents in their entirety; (b) the occurrence of a Termination Event; or (c) Oct. 18, 2016. The approved Budget covers a period of 6 weeks, beginning with the week ending September 2, 2016 and ending with the week ending October 14, 2016. The Budget provides for total cash disbursements in the amount of $1,099,636 and total non-operating disbursements in the amount of $829,045. Business First Bank was granted perfected liens and security interests on the Debtors' post-petition properties of the kind and nature that Business First Bank holds in the Debtors' pre-petition property. The Debtors were directed to make the following adequate protection payments to Business First Bank: (1) Accrued unpaid interest at the contractual non-default rate as set forth in the Loan Documents on the revolving line of credit, evidenced by the promissory note in the original principal amount of $3,000,000, and dated May 5, 2015, to be paid on a monthly basis, beginning on June 15, 2016. (2) One monthly contractual installmentof $82,010 on the promissory note executed on April 20, 2013, in the original principal sum of $20,700,000, with an original maturity date of May 5, 2015, to be paid on June 15, 2016. The final hearing on the Debtors' Motion is scheduled on October 18, 2016 at 10:00 a.m. A full-text copy of the Order, dated September 14, 2016, is available at https://is.gd/a02ps0 A full-text copy of the approved Budget, dated September 14, 2016, is available at https://is.gd/iIJuA4 About Progressive Acute Care, LLC. Progressive Acute Care, LLC, Progressive Acute Care Avoyelles, LLC, Progressive Acute Care Oakdale, LLC, and Progressive Acute Care Winn, LLC filed chapter 11 petitions (Bankr. W.D. La. Case Nos. 16-50740, 16-80584, 16-50742, and 16-50743, respectively) on May 31, 2016. The petitions were signed by Daniel Rissing, CEO. The Debtors are represented by Barbara B. Parsons, Esq., Catherine Noel Steffes, Esq., William E. Steffes, Esq., at Steffes, Vingiello & McKenzie, LLC. The case is assigned to Judge Robert Summerhays. The Debtors retained Solic Capital Advisors, LLC as their Financial Advisor. The Debtors estimated assets and debts at $10 million to $50 million at the time of the filing. QPAGOS: Needs Additional Funds to Meet Working Capital Needs ------------------------------------------------------------ Qpagos filed its quarterly report on Form 10-Q, disclosing a net loss of $768,318 on $945,457 of net revenue for the three months ended June 30, 2016, compared with a net loss of $539,025 on $159,465 of net revenue for the same period in 2015. The Company's balance sheet at June 30, 2016, showed $1.58 million in total assets, $385,687 in total liabilities, and a stockholders' equity of $1.19 million. The Company has incurred a loss since inception resulting in an accumulated deficit of $7,463,276 as of June 30, 2016, and has not generated sufficient revenue to cover its operating expenditure, raising substantial doubt about the Company's ability to continue as a going concern. In addition to operational expenses, as the Company executes its business plan, additional capital resources will be required. The Company will need to raise capital in the near term in order to continue operating and executing its business plan. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. In addition, the Company intends to raise additional equity or loan funds to meet its short term working capital needs. A copy of the Form 10-Q is available at: https://is.gd/YB2TDF Qpagos, formerly known as Asiya Pearls, Inc., is a Mexico-based company engaged in the provision of financial transactions and payment services. The Company operates a digital payment platform, named QPAGOS, which enables users to transfer money without opening a bank account. QUALITY FLOAT: Can Use First Midwest's Cash Through Oct. 18 ----------------------------------------------------------- Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois approved the agreement between Quality Float Works, Inc. and First Midwest Bank extending the Debtor's use of cash collateral through Oct. 18, 2016. A status hearing on the use of cash collateral is scheduled on Oct. 11, 2016 at 10:00. A full-text copy of the Second Interim Order, dated September 6, 2016, is available at https://is.gd/at3LsV About Quality Float Works Quality Float Works, Inc. filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 16-25753), on August 11, 2016. The petition was signed by Jason Speer, president. Judge Deborah L. Thorne presides over the case. The Debtor is represented by Robert R. Benjamin, Esq. at Golan & Christie LLP. The Debtor is a corporation that manufactures valves and floats used for level liquid controls. At the time of filing, the Debtor disclosed total assets at $481,533 and total liabilities at $1.32 million. R DUKE ENTERPRISES: Cash Use Motion Mooted by Dismissal ------------------------------------------------------- Judge Harlin De Wayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas denied R Duke Enterprises, LLC's motion that sought the Court's authorization to use cash collateral. Judge Hale held that the Motion was moot as the Court had granted the Debtor's request for the voluntary dismissal of its Chapter 11 bankruptcy. About R Duke Enterprises R Duke Enterprises, LLC, filed a chapter 11 petition (Bankr. N.D. Tex. Case No. 16-32504) on June 28, 2016. The petition was signed by Rodney Duke, owner. The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. The Debtor estimated assets at $50,001 to $100,000 and liabilities at $100,001 to $500,000 at the time of the filing. RANGE RESOURCES: Moody's Affirms Ba3 CFR; Outlook Stable -------------------------------------------------------- Moody's Investors Service affirmed Range Resources Corporation's Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating (PDR), SGL-3 Speculative Grade Liquidity Rating, and changed its rating outlook to stable from negative. At the same time, Moody's assigned B1 ratings to Range's new exchanged unsecured notes, downgraded Range's existing unsecured notes to B1, and downgraded Range's remaining senior subordinated notes to B2. Moody's also withdrew all the ratings of Memorial Resource Development Corp. (MRD). The rating actions follow the closing of the acquisition of MRD in an all-stock transaction on Sept. 16, 2016. "Range's stable rating outlook reflects the positive impact of the MRD acquisition, including geographical diversification from the Terryville complex in north Louisiana and improved cash flow and leverage metrics from the all-stock acquisition," commented Gretchen French, Moody's Vice President. Issuer: Range Resources Corporation Corporate Family Rating, rating affirmed at Ba3 Probability of Default Rating, rating affirmed Ba3-PD New exchanged 5.875% Senior Unsecured Notes due 2022, rated B1 (LGD 4) New exchanged 5.75% Senior Unsecured Notes due 2021, rated B1 (LGD 4) New exchanged 5% Senior Unsecured Notes due 2022, rated B1 (LGD 4) New exchanged 5% Senior Unsecured Notes due 2023, rated B1 (LGD 4) Senior Unsecured Notes, downgraded to B1 (LGD 4) from Ba3 (LGD 3) Senior Subordinated Regular Notes, downgraded to B2 (LGD 6) from B1 (LGD5) Speculative Grade Liquidity Rating, affirmed at SGL-3 Outlook, changed to stable from negative Issuer: Memorial Resource Development Corp. Corporate Family Rating, Withdrawn, previously B2 Probability of Default Rating, Withdrawn, previously B2-PD Senior Unsecured Regular Bond/Debenture, Withdrawn, previously Caa1 (LGD5) Speculative Grade Liquidity Rating, Withdrawn, previously SGL-2 Outlook, Changed to withdrawn from rating under review RATINGS RATIONALE Range's Ba3 CFR reflects its leading position in the Marcellus Shale region, considerable size and scale, and its history of strong operational efficiency. The company has a deep, low full-cycle cost, drilling inventory in the Marcellus. The rating also reflects improving geographic diversity with its exposure to the Terryville complex in northern Louisiana from the MRD acquisition. In addition, the company benefits from long-lived reserves and a high level of operational control of its reserves (98% of its proved reserves operated), providing significant control over the pace of future development. The Ba3 CFR is constrained by Moody's expectation that Range will generate weak cash flow-based financial leverage metrics into 2017, primarily because of its exposure to weak natural gas and natural gas liquids prices. Helping to offset weak cash flow-based financial leverage metrics are Range's stronger asset-based financial leverage metrics, with debt/PD reserves estimated at less than $4.00/boe in 2017 and the PV-10 value of the company's reserves/debt, which we expect to remain in excess of 1x in 2017. The Ba3 rating also considers the integration risk associated with the MRD acquisition, including execution risk on its drilling program in the Terryville complex as it further delineates areas outside the core of the complex. Range's combined asset and cash flow profile will increase and its reserves and production will diversify outside of its core Appalachia region as a result of the MRD acquisition. Range's pro-forma proved developed reserves will increase 12% from year-end 2015 and production will increase 25% from the second quarter 2016. MRD's asset base is located in and around the Terryville complex of northern Louisiana, where MRD has demonstrated relatively high single well economics and a strong production growth profile. The addition of the Louisiana production gives Range greater access to Gulf Coast natural gas markets and should allow for enhanced optionality regarding the utilization of Range's firm transportation commitments. However, as compared to the Marcellus, the delineation of the Terryville complex via horizontal well results outside of the core area is limited and the depth of the drilling inventory in the core area is moderate, but could be increased based on further downspacing results. This poses execution risk in Range's drilling program over time, in particular, its ability to continue to generate production growth at reasonable returns through the commodity price cycle. Given the all-stock transaction and MRD's relatively lower cash flow-based financial leverage, Range's cash flow-based leverage metrics will improve as a result of the transaction. With the benefit of MRD, as well as increased hedges that Range has put in place in 2017, we expect Range's retained cash flow/debt metrics to be over 15%. This compares to Moody's prior expectations that Range would generate less than 10% retained cash flow/debt in 2017. Range's SGL-3 Speculative Grade Liquidity Rating reflects the company's adequate liquidity profile through late 2017, with the expectation for moderate cash flow outspending in order to continue to grow production, increased utilization of its revolver to take out MRD's revolver drawings at close ($514 million) and to fund the cash tender offer on MRD's unsecured notes ($270 million), and good alternative liquidity. Covenant cushion on its PV-9 to total debt covenant could tighten with a weaker price environment. Pro-forma for the acquisition close, Range had $787 million drawn under its $2.0 billion revolving credit facility maturing October 2019 with a borrowing base of $3.0 billion. Letters of credit outstanding at June 30, 2016 were $232 million. Moody's projects over $300 million in negative cash flow in 2017, without the assumption of asset sales and per Moody's price estimate of a Henry Hub average price of $2.50 MMbtu for the year. Range's unsecured notes, which benefit from subsidiary guarantees, are rated B1, one notch below the Ba3 CFR, as a result of their subordination to Range's $2 billion secured revolving credit facility. Range's subordinated notes are rated B2, reflected their subordinated position relative to both Range's secured and unsecured debt in the capital structure. The downgrade of Range's existing unsecured notes and subordinated notes reflects the closing of Range's debt exchange, which resulted in increased levels of unsecured debt relative to subordinated debt in Range's capital structure. While the exchange helped to simplify Range's capital structure, with only a modest level of subordinated debt (roughly $50 million), the lack of material debt cushion provided by Range's subordinated notes resulted in the notching of the unsecured notes one-notch below the CFR and the notching of the subordinated notes two-notches below the CFR. Range's ratings could be downgraded if Range faces material production declines, retained cash flow/debt is sustained below 10% or its liquidity profile weakens. To consider an upgrade, Range would need to demonstrate its ability to sustain its ratio of retained cash flow/debt above 15%. An upgrade would also consider Range's success in integrating MRD and demonstrating success in its drilling program in the Terryville complex. Moody's withdrew MRD's bond rating as the information made available by Range in the future will be insufficient to maintain ratings. Moody's understands that Range will not guarantee MRD's remaining bond and will not be providing audited financial statements that would support continued rating of this debt obligation on a standalone basis. Moody's has withdrawn the rating because it believes it has insufficient or otherwise inadequate information to support the maintenance of the rating. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Range Resources Corporation is an independent exploration and production company that is headquartered in Fort Worth, Texas. REO HOLDINGS: Trustee Selling Pleasant Property for $8.5K --------------------------------------------------------- Eva M. Lemeh, Trustee of REO Holdings, LLC, asks the U.S. Bankruptcy Court for the Middle District of Tennessee to authorize the sale of property located at 8318 Mt. Joy Rd., Mt Pleasant, Tennessee to Randy and Angie Holden for $8,500. A hearing on the Motion is set for Oct. 18, 2016 at 9:30 a.m. The objection deadline is Oct. 4, 2016. The Trustee proposes to sell the property on "as is, where is" basis, and free and clear of any liens. The property is subject to a pro-rated 2016 property taxes in the approximate amount of $950. As of the date, pursuant to a search of public records, the Trustee is not aware of any other claimed interest or lien in the property. The Debtor submits the sale is in the best interest of the estate because there will be no agent fees to sell, the property can be sold more expeditiously, and the sales price is close to the net sales price that would be received if the property was sold by an agent. Sale price will exceed the sum of the costs of sale, liens, exemptions and other deductions. Proceeds of the sale will be subject to auctioneer's fees and expenses, agent's fees and expenses, Trustee fees and expenses, if any, as well as ordinary closing cost deemed necessary by the Trustee. It is anticipated that there is sufficient equity in the property to pay all 11 U.S.C. Sec. 506(c) expenses. About REO Holdings REO Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 16-10414) on Feb. 29, 2016. The Debtor is represented by Thomas Harold Strawn Jr., Esq. RIAZ GONDAL: Unsecureds to Get Payment for Disposable Income ------------------------------------------------------------ Riaz A. Gondal and Shagufta S. Gondal are proposing a Chapter 11 Plan that provides that after payment of administrative and priority claims in full, the Debtors will pay allowed deficiency claims of mortgagees and general unsecured creditors on a pro-rata distribution based upon the liquidation analysis the Debtors' disposable income for 72 months for a total payment of total $50,000 without interest, in not more than 72 monthly installments to each creditor. First payment will commence 30 days following the effective date of the plan and on the 15th day of each month thereafter for a period of six years. The Debtors estimate that based upon approximately 2.5% of their claims. The Debtor's unsecured monthly payment to be distributed pro rata will be $695. Distribution will be made on a quarterly basis and the Debtors will be responsible for making all payments required under the Plan. As to secured claim of Bank of America, N.A., the Debtors will continue to pay the said claim pursuant to the parties' prepetition contract until a modification can be negotiated outside of the bankruptcy. The Debtors intend on remaining in possession of their assets and repaying administrative, priority, secured and unsecured creditors from future income derived from the income received from the rental real estate and Shagufta Gondal's employment. Riaz A. Gondal's sole source of income is derived from the $27,310 of gross rental income from the tenants at the 22 properties, which gross figure applies if all properties are occupied. Shagufta Gondal's income is from her employment at DuPage Medical Group, in the monthly amount of $4,905. A copy of the Fourth Amended Disclosure Statement dated Aug .23, 2016, is available at: http://bankrupt.com/misc/ilnb14-44392_283_4DS_R_Gondal.pdf About the Gondals Riaz A. Gondal and Shagufta S. Gondal operate rental properties located in Bolingbrook, Downers Grove, Aurora, Hanover Park, Lisle, and Chicago Illinois. Nineteen of 22 properties are subject to one or more mortgages in favor of various financial institutions as indicated. Riaz A. Gondal and Shagufta S. Gondal filed a joint Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 14-44392) on Dec. 19, 2014. The Debtors' attorney: Richard G. Larsen SPRINGER BROWN, LLC 300 S. County Farm Road, Suite I Wheaton, IL 60187 Tel: 630-510-0000 E-mail: rlarsen@springerbrown.com ROBERT ABRAHAM: Unsecured Creditors to Receive $200 Per Month ------------------------------------------------------------- Robert Abraham is proposing a plan that will allow him to keep his homestead property at 10797 Lake Wynds Ct, Boynton Beach, Florida. The Debtor's ability to fully fund the plan and make payments is dependent on his income. Although his income as a realtor varies, he will have sufficient income to pay the mortgage on his home and some money to unsecured creditors. The Debtor said that claims of unsecured creditors amount to $107,235. The Debtor will dedicate the sum of $200 per month for 60 months to be paid to unsecured creditors on a pro rata basis. Secured creditors include US Bank, which has a claim in the amount of $557,193, secured by a first mortgage on the Debtor's homestead property. The Debtor is attempting to modify this mortgage. While the modification process is being pursued, the Debtor proposes to pay an adequate protection payment of $1,500 per month for principal and interest, plus keep insurance in force. The Debtor shall retain all property of the estate not surrendered. The Debtor said that in a liquidation scenario, there won't be anything for unsecured creditors as his assets have total value of $1,328,189 and secured claims total $1,745,541. A copy of the Disclosure Statement filed Aug. 25, 2016, is available for free at: http://bankrupt.com/misc/flsb15-23972_136_DS_R_Abraham.pdf Attorney for the Debtor: Brian K. McMahon, P.A. 1401 Forum Way, 6th Floor West Palm Beach, FL 33401 About Robert Abraham Robert Abraham is a realtor. At the time of his bankruptcy filing, the Debtor had three properties remaining in his name; his homestead property, 10797 Lake Wynds Ct, Boynton Beach; the property in which his brother lives, 10898 Lake Wynds Ct, Boynton Beach; and, an investment property, 9801 Majestic Way, Boynton Beach. The Debtor initially filed the case as one under Chapter 13. When it became apparent that the Debtor would not qualify for chapter 13, he sought to convert the case. Before the hearing on the conversion took place, the case was dismissed. Mr. Abraham filed a Chapter 11 case (Bankr. S.D. Fla. Case No. 15-23972). ROBINSON PREMIUM: Meeting to Form Creditors' Panel Set for Oct. 19 ------------------------------------------------------------------ William K. Harrington, United States Trustee for Region 6, will hold an organizational meeting on Oct. 19, 2016, at 10:30 a.m. in the bankruptcy case of Robinson Premium Beef, LLC. The meeting will be held at: Office of the U. S. Trustee Meeting Room U. S. Courthouse Federal Building 33 East Twohig Street, Room 102A San Angelo, Texas 76903 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. Robinson Premium Beef, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 16-60092), estimating $10 million to $50 million in assets and debt. SECURITY GLOBAL: Hires Cordero as Attorney ------------------------------------------ Security Global Solutions, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Nilda M. Gonzalez Cordero, Esq. as attorney to the Debtor. Security Global requires Cordero to represent and assist the Debtor in carrying out its duties in the bankruptcy case under the bankruptcy code. Cordero will be paid at these hourly rates: Nilda M. Gonzalez Cordero $200 Paralegal $75 Cordero will be paid a retainer in the amount of $5,000. Cordero will also be reimbursed for reasonable out-of-pocket expenses incurred. To the best of the Debtor's knowledge 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. Cordero can be reached at: Nilda M. Gonzalez Cordero, Esq. PO Box 3389 Guaynabo, PR 00970 Tel: (787) 721-3437 Fax: (787) 724-2480 E-mail: ngonzalezc@ngclawpr.com About Security Global Security Global Solutions, Inc., sought the Chapter 11 protection (Bankr. D.P.R. Case No. 16-06970) on August 31, 2016. The petition was signed by Sharon Marie Rodriguez Crespo, president. No official committee of unsecured creditors has been appointed in the case. SFX ENTERTAINMENT: Given Until Oct. 31 to File Reorganization Plan ------------------------------------------------------------------ Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware extended SFX Entertainment, Inc., et. al.'s exclusive periods to file and solicit acceptances of a Plan of Reorganization to October 31, 2016 and December 30, 2016, respectively. The Debtors previously sought the extension of their exclusivity periods, contending that since filing their First Exclusivity Motion and the termination of their Restructuring Support Agreement, the Debtors have focused their attention on crafting a Plan that will allow them to exit their Chapter 11 cases. The Debtors further contended that they drafted and filed their Disclosure Statement and Plan, which was scheduled to be heard on August 30, 2016. The Debtors told the Court that they have worked with and would continue to work with the DIP Lenders, the U.S. Trustee, the Official Committee of Unsecured Creditors, and creditors in their Chapter 11 cases on resolving open issues with the Disclosure Statement and Plan. The Debtors further told the Court that allowing the Exclusive Periods to terminate before plan negotiations have concluded would defeat the purpose of section 1121 of the Bankruptcy Code. About SFX Entertainment, Inc. SFX Entertainment, Inc., and 43 of its affiliates, a global producer of live events and digital entertainment content focused exclusively on the electronic music culture and other world-class festivals, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to 16-10281) on Feb. 1, 2016. The petitions were signed by Michael Katzenstein as chief restructuring officer. The Debtors disclosed total assets of $662 million and total debt of $490 million. Judge Mary F. Walrath is assigned to the case. Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman Carson Consultants LLC acts as the Debtors' claims and noticing agent. The Debtor hired FTI Consulting Inc. to provide crisis and turnaround management services. An Official Committee of Unsecured Creditors has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Conway Mackenzie, Inc., as financial advisor. SFX ENTERTAINMENT: Offers Up to 1.3% Recovery for Unsec. Creditors ------------------------------------------------------------------ SFX Entertainment, Inc., et al., filed a First Amended Disclosure Statement describing a Second Amended Joint Plan of Reorganization that promises a 0.2% to 1.3% recovery for unsecured creditors owed $362 million. The Debtors believe that the Plan provides the best means currently available for the Debtors' emergence from chapter 11. Holders of general unsecured claims and prepetition second priority note claims totaling $362,000,000 against debtors classified as "the 2019 Debtors" are slated to have 0.2% to 1.3% recovery. Holders of general unsecured claims who elect to be treated as a convenience class will each have their claims reduced to $50,000. Convenience claims against the Rule 2019 Debtors are expected to total $5,460,000 and the class will have a 10% recovery. Holders of existing interests in SFXE won't receive anything. The Plan proposes the issuance of two classes of securities: New Series A Preferred Stock and Reorganized SFXE Common Stock. The Plan also proposes the issuance of three classes of CVRs: the Class A CVRs, the Class B CVRs, and Litigation CVRs. A copy of the First Amended Disclosure Statement filed Aug. 25, 2016, is available at: http://bankrupt.com/misc/deb16-10238_950_SFX_1st_Am_DS.pdf About SFX Entertainment SFX Entertainment, Inc., and 43 of its affiliates, a global producer of live events and digital entertainment content focused exclusively on the electronic music culture and other world-class festivals, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to 16-10281) on Feb. 1, 2016. The petitions were signed by Michael Katzenstein as chief restructuring officer. The Debtors disclosed total assets of $662 million and total debt of $490 million. Judge Mary F. Walrath is assigned to the cases. The Debtors won approval to hire Greenberg Traurig, LLP, as bankruptcy counsel; Bayard, P.A., as litigation and conflicts counsel; Kaye Scholer LLP, as counsel for the Special Committee; Moelis & Company LLC, as investment banker; Kurtzman Carson Consultants, LLC, as claims and noticing agent and administrative agent; Ernst & Young LLP, as tax advisors; and Jones Lang LaSalle Brokerage, Inc., as real estate broker. In addition, the Bankruptcy Court authorized the retention of FTI Consulting Inc. as crisis and turnaround manager. The Official Committee of Unsecured Creditors has won approval to retain Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel; Conway Mackenzie, Inc., as financial advisor; Van Benthem & Keulen N.V. as foreign counsel. SIX-S HOLDINGS: Hires Harris Wilcox as Auctioneer ------------------------------------------------- Six-S Holdings, LLC, seeks authorization from the U.S. Bankruptcy Court for the Western District of New York to employ Harris Wilcox, Inc., as auctioneer. The Debtor is a holding company with real estate assets in Belfast and Angelica, New York and is engaged in the business of owning property that it operated by a non-debtor affiliate as an 18-hole golf course with a restaurant, lodge and banquet facility and building homes on the golf course for resale. The Debtor's 250 acres also contain two private homes (3 bedroom and 5 bedroom) and a 28 unit recreational vehicle lot. The Debtor requests that experienced real estate auctioneer Harris Wilcox be appointed in order to sell the Debtor's real property. Harris Wilcox would be compensated through a buyer's premium of 10%. Craig Wilcox, CEO of Harris Wilcox, 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 Debtor and its estates. Harris Wilcox may be reached at: Craig Wilcox Harris Wilcox, Inc. 59 S. Lake Ave. Bergen, NY 14416 Tel: (585)494-1880 Fax: (858)494-1605 About Six-S Holdings, LLC Six-S Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. W.D.N.Y. Case No. 16-11617) on August 19, 2016. Ingrid S. Palermo, Esq., at Bond, Schoeneck & King, PLLC serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. SSNN-BONNIE LANE: BMO Harris Tries To Block Plan Outline Approval ----------------------------------------------------------------- BMO Harris Bank N.A., fka Harris Bank, N.A., as assignee of the Federal Deposit Insurance Corporation as receiver for Amcore Bank, N.A., filed with the U.S. Bankruptcy Court for the Northern District of Illinois an objection to the adequacy of the second amended disclosure statement and to the second amended plan of reorganization filed by SSNN-Bonnie Lane, LLC. BMO Harris claims that the Second Amended Disclosure Statement: a. lacks sufficient information concerning the tenant's financial condition and alleged ability to pay rents throughout the five-year term; b. lacks any plan for the future of the Debtor and, in particular, any viable plan to pay off or refinance the debt at the end of the five-year new loan term; c. does not identify the source of information or the accounting and valuation methods; d. fails to provide any analysis regarding the collectability of the accounts receivable; e. has no information provided to assess the risks associated with accepting the plan; f. has no information concerning the risks taken by creditors and interest holders; g. violates the absolute-priority rule; and h. fails to meet the cram down requirements of 11 U.S.C. 1129(b). BMO Harris adds that no creditor holding a Class 2 allowed claim has voted in favor of the Second Amended Plan of Reorganization. A copy of the Objection is available at: https://is.gd/CInpLO BMO Harris is represented by: Richard B. Polony, Esq. HINSHAW & CULBERTSON LLP 222 North LaSalle Street, Suite 300 Chicago, IL 60601-1081 Tel: (312) 704-3000 Fax: (312) 704-3001 E-mail: rpolony@hinshawlaw.com -- and -- Matthew Hevrin, Esq. HINSHAW & CULBERTSON LLP 100 Park Avenue P.O. Box 1389 Rockford, IL 61105-1389 Tel: (815) 490-4900 Fax: (815) 490-4901 E-mail: Mhevrin@hinshawlaw.com About SSNN-Bonnie Lane LLC SSNN-Bonnie Lane LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 15-17056) on May 13, 2015. STANDFAST USA: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Standfast USA, LLC 7700 Forsyth Blvd., Suite 1230 Saint Louis, MO 63105 Case No.: 16-46691 Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Hon. Kathy A. Surratt-States Debtor's Counsel: Spencer P. Desai, Esq. DESAI EGGMAN MASON LLC Pierre Laclede Center 7733 Forsyth Boulevard, Suite 800 St. Louis, MO 63105 Tel: (314) 881-0800 Fax: (314) 881-0820 E-mail: sdesai@demlawllc.com - and - Danielle A. Suberi, Esq. DESAI EGGMANN MASON LLC 7733 Forsyth Blvd., Suite 800 Saint Louis, MO 63139 Tel: 314-881-0800 Fax: 314-881-0833 E-mail: dsuberi@demlawllc.com Total Assets: $580,903 Total Liabilities: $2.61 million The petition was signed by Ronald Starczewski, restructuring officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/moeb16-46691.pdf STONE PANELS: Can Use PrivateBank Cash Collateral Until Sept. 27 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized Stone Panels, Inc. and Stone Panels Holding Corp. to use cash collateral of The PrivateBank and Trust Company until Sept. 27, 2016. The Debtors were indebted to PrivateBank in the amount of $9,209,631.63. The indebtedness was paid down by $4,752,626.84 via a post-petition payment from Thompson Street Capital Partners III, L.P., a guarantor of the obligations under the Prepetition Loan Documents. PrivateBank has security interests in and liens upon all or substantially all of Debtors’ tangible and intangible personal property and assets. The Debtors were directed to make adequate protection payments to PrivateBank in immediately available funds of $20,000 on Aug. 31, 2016 and on Sept. 1, 2016. A final hearing on the Debtor's use of cash collateral is scheduled on Sept. 27, 2016 at 1:30 p.m. The deadline for the filing of objections to the Debtor's use of cash collateral is set on Sept. 21, 2016. A full-text copy of the Agreed Second Interim Order, dated September 6, 2016, is available at https://is.gd/IqXzZK About Stone Panels Stone Panels, Inc., manufactures natural stone composite panels for exterior, interior, renovation, elevator, and specialty applications in the United States, France, Europe, and internationally. Stone Panels, Inc. and Stone Panels Holding Corp. filed chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 16-32856 and 16-32859) on July 21, 2016. The petitions were signed by Tim Friedel, the president and CEO. The cases are assigned to Judge Barbara J. Houser. Stone Panels, Inc. estimated its assets and liabilities at $10 million to $50 million. Stone Panels Holding estimated its assets at $0 to $50,000, and liabilities at $10 million to $50 million. The Debtors are represented by Eric J. Taube, Esq., at Waller Lansden Dortch & Davis LLP. They retained Gray Reed & SSG Advisors, LLC as investment banker and Bill Roberts of CR3 Partners as chief restructuring officer. The Office of the U.S. Trustee on August 11, 2016, appointed Brookside Mezzanine Fund III, L.P., IMAP Global Logistics, and Elite on Premise to serve on the official committee of unsecured creditors. STRATEGIC ENVIRONMENTAL: Case Summary & 8 Unsecured Creditors ------------------------------------------------------------- Debtor: Strategic Environmental Partners, LLC 7 Michael Court Millstone Township, NJ 08510 Case No.: 16-27757 Type of Business: Owns and operates landfills Chapter 11 Petition Date: September 16, 2016 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Christine M. Gravelle Debtor's Counsel: Batya G. Wernick, Esq. LAW OFFICES OF BATYA G. WERNICK 317 Belleville Avenue Bloomfield, NJ 07003 Tel: (973) 748-7474 Email: bgwlaw@verizon.net Total Assets: $18.02 million Total Debts: $5.39 million The petition was signed by Marilyn Bernardi, owner. Debtor's List of Eight Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Batya G. Wernick, Esq. Legal Services $16,000 Birdsall Engineering Trade Debt $124,115 Services Group Horizon Blue Cross Trade Debt $2,559 Blue Shield Interport Container Trade Debt $1,200 Solutions, Inc. NJDEP Disputed Fine $800,000 P.O. Box 417 Trenton, NJ 08646 NJDEP Disputed Fines $51,000 Thomas H. Bruinooge, Esq. Legal Services $40,000 Township of Roxbury Property Taxes $1,588,412 1715 Route 46 Ledgewood, NJ 07852 STW RESOURCES: U.S. Trustee Forms 3-Member Committee ---------------------------------------------------- The Office of the U.S. Trustee on Sept. 14 appointed three creditors of STW Resources Holding Corp. to serve on the official committee of unsecured creditors. The committee members are: (1) Watson Packer, LLC, d/b/a Chief Services Hyatt Harvey, Engineer 600 North Big Spring Street Midland, TX 79701 Tel: 432-682-8351 Email: Pjharvey1@aol.com (2) GE Ionics, Inc. Glenn Reisman, In House Counsel 12 Old Hollow Road, Ste. B Trumbull, CT 06611 Tel: 203-944-0401 Email: Glenn.reisman@ge.com (3) Rhonda J. Parish 627 Cherokee Circle Orlando, FL 32801 Tel: 864-444-4661 Email: rjparish@mac.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About STW Resources Holding Corp. STW Resources Holding Corp. (otcqb:STWS) -- http://www.stwresources.com/-- a water treatment and service company filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-33121) on August 2, 2016, and is represented by Michael S. Mitchell, Esq., at Demarco Mitchell, PLLC, in Plano, Texas. At the time of filing, the Debtor had $874,495 in total assets and $17.27 million in total debts. The petition was signed by Alan Murphy, chief executive officer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb16-33121.pdf TENET HEALTHCARE: Amends Credit Agreement with Barclays Bank ------------------------------------------------------------ Tenet Healthcare Corporation entered into an amendment no. 1 to its existing Letter of Credit Facility Agreement, dated as of March 7, 2014, by and among Tenet, the LC participants and issuers party thereto and Barclays Bank PLC, as administrative agent. The LC Agreement provides for the issuance of standby and documentary letters of credit from time to time, in an aggregate principal amount of up to $180,000,000 (subject to an increase to up to $200,000,000). The Amendment amends certain provisions under the LC Agreement to, among other things, (i) extend the scheduled maturity date of the LC Facility to March 7, 2021, (ii) reduce the margin payable with respect to unreimbursed drawings under letters of credit issued under the LC Facility and with respect to undrawn letters of credit issued under the LC Facility and (iii) reduce the commitment fee payable with respect to the undrawn portion of the commitments under the LC Facility. Unreimbursed drawings under any letter of credit issued under the LC Facility will accrue interest at a base rate plus a margin equal to 0.50% per annum. A fee on the aggregate outstanding amount of undrawn letters of credit issued under the LC Facility will accrue at a rate of 1.50% per annum. An unused commitment fee will be payable at an initial rate of 0.25% per annum with a step up to 0.375% per annum if Tenet's secured debt to EBITDA ratio is equal to or greater than 3.00 to 1.00. The Agent and certain LC participants and issuers party to the LC Agreement, as well as certain of their affiliates, have performed, and may in the future perform, for Tenet and its subsidiaries, various commercial banking, investment banking, underwriting and other financial advisory services, for which they have received and may in the future receive customary fees and expenses. About Tenet Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is a national, diversified healthcare services company with 110,000 employees united around a common mission: to help people live happier, healthier lives. The company operates 80 hospitals, 214 outpatient centers, six health plans and Conifer Health Solutions, a leading provider of healthcare business process services in the areas of revenue cycle management, value based care and patient communications. Tenet Healthcare reported a net loss attributable to the Company's common shareholders of $140 million on $18.63 billion of net operating revenues for the year ended Dec. 31, 2015, compared to net income available to the Company's common shareholders of $12 million on $16.60 billion of net operating revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Tenet had $23.76 billion in total assets, $20.45 billion in total liabilities, $2.38 billion in redeemable noncontrolling interests in equity of consolidated subsidiaries and $926 million in total equity. * * * Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit rating from Standard & Poor's Ratings Services and 'B1' Corporate Family Rating from Moody's Investors Service. TERRENO REALTY: Fitch Affirms 'BB' Rating on Preferred Stock ------------------------------------------------------------ Fitch Ratings has affirmed its 'BBB-' Issuer Default Rating (IDR) for Terreno Realty Corp. (NYSE: TRNO) and its operating partnership Terreno Realty LLC. The Rating Outlook is Stable. KEY RATING DRIVERS Fitch's ratings take into account TRNO's portfolio concentration in strong markets, transparent industrial property-focused business model, experienced management, and credit metrics that are moderately strong for the rating. The potential for greater cash flow volatility stemming from market, asset and tenant concentration risk and possible missteps surrounding the company's value added acquisition-led growth strategy balance these credit positives. Also, the company has a less developed and shorter track record as an unsecured borrower. The Stable Outlook reflects Fitch's expectation that TRNO will maintain credit metrics that are consistent with the 'BBB-' rating over the two-year Outlook horizon, as well as Fitch's view of near- to medium-term industrial property fundamentals. Portfolio Concentrated in Strong Markets Fitch expects TRNO's portfolio market fundamentals to outperform the U.S. average over the near- to medium-term, based on its superior demographics and barriers to new supply. The company's portfolio is located in six of the strongest U.S. industrial markets, characterized by vibrant and growing local and regional economies, favorable population and income demographics and meaningful barriers to new supply. The above-average occupancies and rents in Terreno's markets highlight these strong fundamentals relative to the total U.S. industrial property base. Institutional investor and lender interest in TRNO's assets is likely above its peer average given the desirable market locations, thus supporting the company's contingent liquidity position. Transparent Operating Strategy Terreno's transparent, well-defined operating strategy is a credit positive. The company targets 100% fee simple ownership of industrial assets in six key logistics markets that include Northern NJ/NY (23.7% of annualized base rent [ABR]), D.C./Baltimore (22.8%), San Francisco (15.5%), Miami (15.4%), Los Angeles (12.1%) and Seattle (10.5%). TRNO's strategy does not contemplate investments in ground-up development or unconsolidated joint venture partnerships (JVs). The absence of these items helps simplify the company's business model, improve financial reporting transparency and reduce potential contingent liquidity claims. Fitch's ratings for TRNO include some flexibility for selective ground-up development at existing owned in-fill properties, as well as a limited amount of JVs if, for example only a partial interest in an attractive industrial portfolio in its markets was available for purchase. Appropriate Credit Metrics Fitch expects TRNO's leverage to sustain within a range of 6.0x-6.5x through 2019, on an adjusted basis that includes a full-year's contribution from external investment activity. TRNO's leverage was 5.9x for the TTM ending June 30, 2016, which is appropriate for the 'BBB-' rating. The company's leverage was 6.2x including 50% equity credit for its perpetual preferred stock in total debt. Fitch expects the company's fixed-charge coverage (FCC) to improve moderately over the Rating Outlook horizon as the company stabilizes value-add acquisitions and achieves better leverage of its fixed costs as total assets grow. TRNO's FCC was 2.9x for the TTM ending June 30, 2016, compared to 3.2x and 3.1x for year ended Dec. 31, 2015 and 2014. Fitch's projections show the company's FCC improving to the mid-3.0x range through 2019. The company has publicly committed to financial policies through the cycle that are consistent to moderately strong for a 'BBB-' rated REIT with TRNO's asset profile. These include maintaining net debt-to-recurring operating EBITDA below 6.5x and FCC above 2.0x. The company's dividend policy is to pay 100% of its taxable net income to its equity holders. Fitch expects TRNO's dividend payout ratio of AFFO to range between the mid-80% to mid-90% over the rating horizon, excluding stabilization capex related to value-add acquisitions. Solid Liquidity Position TRNO's sources of capital cover its uses by 3.3x for the July 1, 2016 to Dec. 31, 2017, period under Fitch's base case liquidity analysis. Full availability under the company's $200 million revolver, cash on hand and a modest amount of retained cash flow after dividends are the company's primary sources of liquidity. TRNO's liquidity improves to 3.9x under an alternative scenario where the company refinances 80% of its secured debt maturities. However, Fitch expects the company to repay mortgages at maturity with new unsecured debt and equity capital. TRNO's base case liquidity was 2.3x for July 1, 2016, to Dec. 31, 2017, after adjusting for events subsequent to quarter-end, including $50 million of private placement unsecured notes and $6.1 million of contracted dispositions, which was offset by $8.2 million of completed acquisitions and $47.5 million under contract. Although near-term maturities are modest, the company's debt ladder has elevated maturities in the 2020s, consisting of term loans and unsecured borrowings. Fitch expects the company to refinance the 2020 term loan ahead of its stated maturity, most likely with proceeds from new unsecured private placement notes. TRNO's longer-dated maturities should decline as a percentage of total debt as the company executes its value-add acquisition growth strategy. TRNO's unencumbered assets cover its unsecured debt (UA/UD) by 2.6x using a direct capitalization approach of TRNO's annualized second quarter 2016 (2Q16) unencumbered net operating income (NOI) that assumes a stressed 8.75% through the cycle cap rate. Fitch expects the company's UA/UD to moderate to the low- to mid 2x range as it progresses in its unsecured borrowing strategy, which would remain appropriate for the 'BBB-' rating. Experienced Management TRNO has a strong management team with extensive industrial real estate and capital markets experience. Many of the company's key executives previously held high-level executive positions at AMB Property prior to its merger with ProLogis. Portfolio Market and Tenant Concentration Fitch expects the portfolio's asset and tenant granularity to improve as TRNO executes on its value-add acquisition-led growth strategy. However, Fitch do not expect the company to expand beyond its six major markets. TRNO's concentrated portfolio strategy exposes it to idiosyncratic market and asset risks and could result in above-average property income volatility. Examples could include a regional economic downturn or loss of a significant tenant. The company's small size and concentration in markets with higher per square foot industrial values relative to its peers has contributed to its below-average asset granularity. However, the multiple-building nature of many of its larger assets, as well as their infill locations help to offset the asset concentration risk. Two markets - Northern NJ/NY and D.C./Baltimore - comprised 46.5% of the company's ABR as of June 30, 2016. Moreover, its 10 largest properties (at cost) accounted for roughly 35% of its total investment in real estate. TRNO's top-20 tenants comprised 39.5% of ABR at June 30, 2016, which is more concentrated than the industrial REIT peer median of slightly more than 20%. Moreover, the company's largest tenant (FedEx Corp.) was 5.5% of its ABR versus a comparable peer median of approximately 2%. Fitch views the company's portfolio tenant concentration as a credit risk that could lead to greater cash flow volatility. However, the generally strong credit quality of its largest tenants and multiple leases with several of these tenants help balance the concentration risk. Execution Risk in Value-Add Acquisitions TRNO's external growth strategy centers on the acquisition and stabilization of industrial assets, primarily through some combination of lease-up and property redevelopment. Fitch generally views the value-add strategy as being inbetween 'core' investments and ground-up development in risk/return space. Value-add acquisitions can entail additional risk given less familiarity with an asset compared to the repositioning of existing owned assets. However, Fitch views TRNO management's extensive industrial property experience and the small dollar value and homogeneity of industrial assets as risk mitigants. The company has improved its portfolio occupancy to 92.7% from 81.2% at acquisition, demonstrating its ability to successfully stabilize value-add acquisitions. Improving Unsecured Capital Access Fitch continues to view TRNO as a less established unsecured bond issuer pending further private placement issuance. However, TRNO has raised $150 million of private placement unsecured notes since September 2015, including $50 million last July. This demonstrated access to private placement unsecured notes is an important milestone in the company's transition to a predominantly unsecured borrowing strategy. Preferred Stock Notching The two-notch differential between TRNO's IDR and preferred stock rating is consistent with Fitch's criteria for corporate entities with a 'BBB-' IDR. These preferred securities are deeply subordinated and have loss absorption elements that would likely result in poor recoveries in the event of a corporate default. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for TRNO include: -- GAAP SSNOI growth in the 4% to 5% range through the 2018 projection period; -- Net acquisitions of roughly $200 million to $300 million through 2018; -- Annual unsecured issuance of between $50 million and $150 million at interest rates in the low-to-mid 4% range; -- Equity issuance of $100 million to $150 million per annum; -- The company unencumbers assets as mortgages mature with the proceeds from new unsecured debt and equity raises. RATING SENSITIVITIES These factors may have a positive impact on the ratings and/or Rating Outlook: -- TRNO's demonstrated adherence to its financial policies during through the cycle given its value-add acquisition strategy, which could result in greater relative cash flow volatility; -- Fitch's expectation of leverage sustaining in the low 6.0x range (leverage was 5.9x for the TTM ended June 30, 2016); -- Fitch's expectation of FCC sustaining above 3.0x (coverage was 2.9x for the TTM ended June 30, 2016). -- Increased asset and tenant level diversification within the company's concentrated, six-market portfolio; -- Further demonstrated access to the unsecured bond market. These factors may have a negative impact on the ratings and/or Rating Outlook: -- Fitch's expectation of leverage sustaining above 7.0x; -- Fitch's expectation of FCC sustaining below 2.0x. FULL LIST OF RATING ACTIONS Fitch has affirmed these ratings: Terreno Realty Corporation -- Issuer Default Rating (IDR) at 'BBB-'; -- Preferred stock at 'BB'. Terreno Realty LLC -- IDR at 'BBB-'; -- Senior unsecured revolving line of credit at 'BBB-'; -- Senior unsecured term loan at 'BBB-'; -- Senior unsecured private placement notes at 'BBB-'. The Rating Outlook is Stable. TEXARKANA ARKANSAS: Wants to Use Collateral of Midsouth and SBA --------------------------------------------------------------- Texarkana Arkansas Hospitality, LLC asks the U.S. Bankruptcy Court for the Eastern District of Arkansas for authorization to use cash collateral held by Midsouth Bank and the U.S. Small Business Administration on an interim basis. The Debtor relates that both Midsouth and SBA are claiming liens on Debtor’s personal property including rents. The Debtor proposes to provide them with post-petition liens, priority claims in the Chapter 11 bankruptcy case, and cash flow payments to adequately protect their interests for the Debtor's use of cash collateral. The Debtor contends that it has an immediate need to use the cash collateral to continue its ongoing operations of a Comfort Suites hotel located in Texarkana, Arkansas. The Debtor submitted a 3-month Budget which provides for the payment of ongoing operating expenses of the Debtor in order to allow the Debtor to maintain its operations in Chapter 11. The Debtor projects total monthly operating expenses of $77,415, $81,377 and $74,299, for the months of September, October and November, respectively. A full-text copy of the Cash Collateral Motion dated is available at http://tinyurl.com/zkevgqe MidSouth Bank can be reached at: MIDSOUTH BANK 5600 Richmond Rd. Texarkana, TX 75503-0500 U.S. Small Business Administration can be reached at: U.S. SMALL BUSINESS ADMINSITRATION Commercial Loan Servicing Center 2120 Riverfront Dr., Suite 100 Little Rock, AR 72202-1794 About Texarkana Arkansas Hospitality, LLC. Texarkana Arkansas Hospitality, LLC, doing business as Comfort Suites, filed a Chapter 11 petition (Bankr. E.D. Ark. Case No. 16-14556) on August 30, 2016. Sukhpal Singh, member, signed the petition. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as the Debtors' counsel. The Company estimated both assets and liabilities at $1 million to $10 million. THAMAR LI: Hires Santiago & Gonzalez as Attorney ------------------------------------------------ Thamar Li Construction and Rental, Corp., seeks authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to employ The Law Offices of Santiago & Gonzalez Law, LLC as attorney for the Debtor. The Debtor filed a voluntary petition for reorganization pursuant to the provisions of the Bankruptcy Code. The Debtor is not sufficiently familiar with the law to able to plan and conduct the proceedings without competent legal counsel. The Debtor requires Santiago & Gonzalez Law, LLC to represent the Debtor in these proceeding. Santiago & Gonzalez Law will be paid at these hourly rates: Nydia Gonzalez Ortiz, Esq. $200 Associates $150 Paralegal $50 Nydia Gonzalez Ortiz, Esq., partner in the law firm of The Law Offices of Santiago & Gonzalez Law, 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. Santiago & Gonzalez Law may be reached at: Nydia Gonzalez Ortiz, Esq. The Law Offices of Santiago & Gonzalez Law, LLC 11 Balances Street Yauco, PR 00698 Tel: (787)267-2205/267-2252 Fax: (787)873-0206 E-mail: bufetesg@gmail.com Thamar Li Construction & Rental Corp. filed a Chapter 11 petition (Bankr. D.P.R. Case No. 16-05930), on July 27, 2016, listing under $1 million in both assets and liabilities. Nydia Gonzalez Ortiz, Esq., at SANTIAGO & GONZALEZ, serves as counsel to the Debtor. TIBCO SOFTWARE: Bank Debt Trades at 2.35% Off --------------------------------------------- Participations in a syndicated loan under TIBCO Software is a borrower traded in the secondary market at 97.65 cents-on-the-dollar during the week ended Friday, September 9, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.69 percentage points from the previous week. CEC Entertainment pays 550 basis points above LIBOR to borrow under the $1.65 billion facility. The bank loan matures on Nov. 18, 2020 and carries Moody's B1 rating and Standard & Poor's B- 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 September 9. TJ SIGN: Authorized to Use Cash Collateral on Final Basis --------------------------------------------------------- Judge Diane Davis of the U.S. Bankruptcy Court for the Northern District of New York authorized TJ Sign Solutions Inc. to use the cash collateral on a final basis. The Debtor was authorized to use cash collateral on a continuing basis to satisfy payroll and other operational costs and expenses arising in connection with the administration of the Debtor's estate. The approved Budget covered a period of four weeks and projected total expenses at $12,500 for Week 1; $13,900 for Week 2; $13,400 for Week 3; and $17,155 for Week 4. The Debtor was directed to make monthly adequate protection payments to the IRS in the amount of $1,500, beginning on Aug. 1, 2016. Judge Davis held that creditors Interstate Billing System, Knight Capital and the IRS will receive post petition rollover liens to the same extent and priority as they had prepetition security interests, pending a determination of the secured status. A full-text copy of the Final Order, dated Sept. 14, 2016, is available at https://is.gduR37GJ A full-text copy of the approved Budget, dated Sept. 14, 2016, is available at https://is.gdNni4dq About TJ Sign Solutions TJ Sign Solutions, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D.N.Y. Case No. 16-60862) on June 17, 2016. The Debtor is represented by Peter Alan Orville, Esq., at Orville & McDonald Law, PC. The Debtor estimated its assets at $50,001 to $100,000 and liabilities at $500,001 to $1 million at the time of the filing. TOTAL COMM: Hires John Bambach of Bambach Advisors as CRO --------------------------------------------------------- Total Comm Systems, Inc., seeks permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Bambach Enterprises LLC d/b/a Bambach Advisors to provide Interim Management Services and designate John Bambach as their Chief Restructuring Officer. As the CRO of the Debtor, John Bambach will assist the Debtor in evaluating and implementing strategic and tactical options throughout the restructuring process. In addition to the ordinary course duties of a CRO, Mr. Bambach's additional responsibilities will include, without limitation, the following: a. communicate with the Debtor's counsel regarding financial matters, preparation of documents, and information to be provided to the Court or creditors; b. participate in the creation and implementation of the Debtor's restructuring plan; c. advise the Debtor on current and future contracts for the provision of services by the Debtor; d. monitor the Debtor's cash allocation and cash management processes; f. prepare of Monthly Operating Reports and Post-confirmation Quarterly Operating Reports; and g. assist in communications and/or negotiations with creditors and customers. Additionally, Bambach Advisors and Mr. Bambach will take over the Debtor's internal accounting, handling all accounting tasks related to both the Debtor's bankruptcy and the Debtor's continuing operations Bambach Advisors professionals who will work on the Debtors' cases and their hourly rates are: John Bambach $150.00 Howard Cohen $125.00 Elizabeth Bambach $100.00 James McDonough $100.00 At this time, Based of the need of the Debtor for the services, Bambach Advisors has agreed to charge the Debtor a flat rate of $4,000.00 per week, not including expenses. Bambach Advisors estimates that it will provide, on a weekly basis, between 25 and 35 hours of accounting services to the Debtor and that Mr. Bambach will provide between 10 and fifteen 15 hours of CRO services to the Debtor. Bambach Advisors will also be reimbursed for reasonable out-of-pocket expenses incurred. John Bambach, principal of Bambach Enterprises LLC d/b/a Bambach Advisors, 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. Bambach Advisors may be reached at: John Bambach Bambach Enterprises LLC d/b/a Bambach Advisors 304 Keithwood Road Wynnewood, PA 19096 Phone: (610)574-1127 E-mail: bambach@bambachadvisors.com About Total Comm Systems, Inc. The Debtor is a provider of engineering, construction, excavation, installation, and maintenance services for the telecommunications industry.   Total Comm Systems, Inc. filed a chapter 11 petition (Bankr. E.D. Pa. Case No. 16-15530) on August 3, 2016. The petition was signed by Michael H. Pollitt, president. The Debtor is represented by Thomas D. Bielli, Esq., David M. Klauder, Esq., Nella M. Bloom, Esq., and Cory P. Stephenson, Esq., at Bielli & Klauder, LLC. The Debtor estimated assets at $500,000 to $1 million, and liabilities at $1 million to $10 million at the time of the filing. The Debtors have hired Bambach Enterprises LLC d/b/a Bambach Advisors as financial advisor. TOWERSTREAM CORP: Amends $5-Mil. Securities Prospectus with SEC --------------------------------------------------------------- Towerstream Corporation filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the offering of $5,000,000 of shares of its common stock. The Company's common stock is presently quoted on The NASDAQ Capital Market under the symbol "TWER". On Sept. 12, 2016, the last reported sale price for the Company's common stock on NASDAQ was $2.13 per share. A full-text copy of the Form S-1/A is available for free at: https://is.gd/2zvhKt About Towerstream Corporation Towerstream Corporation (NASDAQ:TWER) is a leading Fixed-Wireless Fiber Alternative company delivering high-speed Internet access to businesses. The Company offers broadband services in 12 urban markets including New York City, Boston, Los Angeles, Chicago, Philadelphia, the San Francisco Bay area, Miami, Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno, and the greater Providence area. As of June 30, 2016, Towerstream had $36.47 million in total assets, $42.95 million in total liabilities and a total stockholders' deficit of $6.47 million. The Company reported a net loss of $40.48 million in 2015, a net loss of $27.59 million in 2014 and a net loss of $24.77 million in 2013. TRICIA STAR: Disclosure Statement Hearing Set For Sept. 29 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California will hold a hearing on Sept. 29, 2016, at 1:30 p.m. to consider Tricia Star Washington's motion for court order approving the Debtor's disclosure statement describing the Debtor's plan of reorganization. On Aug. 24, 2016, the Debtor filed the Disclosure Statement and a motion for court order authorizing and approving the adequacy of the Debtor's Disclosure Statement in support of the Plan. The Debtor is asking the Court to establish (1) the ballot deadline for receipt of ballots to accept or reject the Plan; (2) the deadline for filing the plan ballot summary with the Court; (3) the date for confirmation hearing; (4) the last date for filing a memorandum in support of confirmation of the Plan; (5) the last dates for filing objections to confirmation of the Plan and responses thereto; and (6) other procedures requires by the Court, if any. Any objections to the motion must be filed with the Clerk of the Court, and served upon the Debtor, Debtor's bankruptcy counsel, the Office of the U.S. Trustee and special notice parties not later than 14 days prior to the hearing on the motion. Tricia Star Washington filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 15-25096) on Sept. 30, 2015. Onyinye N Anyama, Esq., at Anyama Law Firm serves as the Debtor's bankruptcy counsel. TWO MILE RANCH: Says Farmers Consents to Cash Use Until Dec. 31 --------------------------------------------------------------- Two Mile Ranch asks the U.S. Bankruptcy Court for the District of Colorado for authorization to use cash collateral. The Debtor contends that Farmers State Bank has an interest in the cash collateral. The Debtor is indebted to Farmers State Bank in the amount of $9,592,208. The Debtor says its loans with Farmers State Bank termed out of their own accord and that Farmers State Bank is unwilling to renew or extend financing without a principal reduction in the total debt owed by the Debtor. The Debtor further says that it is in the process of liquidating some or all of its assets with the intent of providing a principal reduction on the outstanding debt to Farmers State Bank. The Debtor tells the Court that it needs to use cash collateral to continue its operations, which include operations of the farm/ranch located in Sterling Colorado and the maintenance of the North Turkey Creek property located at 22434 W. Turkey Creek Road, Morrison, Colorado, and make adequate protection payments to Farmers State Bank. The essential terms of the proposed cash collateral and/or financing are: (a) the maximum borrowing available on a final basis is undetermined; (b) the interim borrowing limit is undetermined based on receivables from the sale of crops; (c) borrowing condition will be the continued operations of the Debtor; (d) interest rate, 2.5% above the following index rate: US Prime Rate is the base rate on corporate loans posted by at least 75% of the 30 largest US Banks; (e) fees, costs and charges paid or payable by Debtor or any other person or entity are none, (f) maturity, currently 90 days after the filing of the Chapter 11; (g) events of default, deviation from the proposed budget without the consent or approval of Farmers State Bank; (h) remedies in the event of default, termination of the cash collateral agreement; (i) use of funds; (j) protections afforded under 11 U.S.C. Sections 363 and 364, operations of the Debtor in the ordinary course of business, and (k) a line-item budget for both the interim and final order periods, unless the Court orders otherwise. The Debtor proposes to grant Farmers state Bank replacement liens upon all collateral, including cash collateral, all the Debtor's deposit accounts, and all the Debtor's property. The Debtor tells the Court that Farmers State Bank has consented to the Debtor's use of cash collateral until Dec. 31, 2016. The Debtor asserts that if the Court were to decline to allow the Debtor to use the cash collateral on an interim basis, the Debtor and its estate would suffer immediate and irreparable harm. A full-text copy of the Debtor's Motion, dated Sept. 14, 2016, is available at https://is.gd/or45ac Farmers State Bank is represented by: Tracy A. Oldemeyer, Esq. CLINE WILLIAMS WRIGHT JOHNSON & OLDFATHER, L.L.P. 330 S. College Avenue, Suite 300 Fort Collins, CO 80524 Telephone: (970) 221-2637 E-mail: toldemeyer@clinewilliams.com About Two Mile Ranch Two Mile Ranch is a farm/ranch operation operating a 1,400 acre ranch located at 18503 LCR 42.5, Sterling, CO 80751. Two Mile Ranch also acquired a redevelopment parcel located in Turkey Creek at 22434 W. Turkey Creek Road, Morrison, CO 80465. Its principals have operated the farm/ranch in excess of 30 years. Two Mile Ranch sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 16-16615) on July 1, 2016. The petition was signed by Mark A. Pauling, partner and manager. The case is assigned to Judge Elizabeth E. Brown. At the time of the filing, the Debtor estimated assets and debt at $1 million to $10 million. Arthur Lindquist-Kleissler, Esq., at Lindquist-Kleissler & Company, LLC, serves as the Debtor's bankruptcy counsel. TXU CORP: 2014 Bank Debt Trades at 69.95% Off --------------------------------------------- Participations in a syndicated loan under TXU Corp is a borrower traded in the secondary market at 30.05 cents-on-the-dollar during the week ended Friday, September 9, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.00 percentage points from the previous week. CEC Entertainment pays 350 basis points above LIBOR to borrow under the $3.4 billion facility. The bank loan matures on Oct. 10, 2014 and Moody's withdrew the rating and Standard & Poor's did not give any 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 September 9. TXU CORP: 2017 Bank Debt Trades at 69.46% Off --------------------------------------------- Participations in a syndicated loan under TXU Corp is a borrower traded in the secondary market at 30.54 cents-on-the-dollar during the week ended Friday, September 9, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an decrease of 1.67 percentage points from the previous week. CEC Entertainment pays 450 basis points above LIBOR to borrow under the $1.5 billion facility. The bank loan matures on Oct. 10, 2017 and carries Moody's withdrew its rating and Standard & Poor's did not give any 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 September 9. UNIVERSAL NUTRIENTS: Exeter DIP Financing Approved on Final Basis ----------------------------------------------------------------- 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, in the form of a revolving line of credit of up to $1,960,000 and a roll-up, and use cash collateral on a final basis. The Debtor contended that it did not have sufficient available sources of working capital, including cash collateral, to operate its business in the ordinary course of its business without the financing requested. The Debtor further contended that its ability to maintain business relationships with its vendors, suppliers and customers, to pay its employees, and to otherwise fund its operations is essential to the Debtor's continued viability as the Debtor seeks to maximize the value of the the assets of its estate for the benefit of all its creditors. Judge Mullin authorized the Debtor to immediately borrow, obtain and incur indebtedness and obligations owing to Exeter International pursuant to the terms and conditions of the Court's Final Order and the DIP Term Sheet. The approved Budget covers a 13-week period beginning on Aug. 8, 2016 and ending on Nov. 16, 2016. The Budget provides for total expenses in the amount of $646,684. Exeter International was granted continuing valid, binding, enforceable, non-avoidable and automatically and properly perfected postpetition security interests and liens in and upon all of the Collateral. It was also granted a replacement lien to secure the Prepetition Credit Obligations on collateral for and to the extent of the postpetition use of collateral and proceeds thereof and for any postpetition diminution in value of collateral. Exeter International's replacement lien will be subordinate only to the liens granted to Exeter International to secure the obligations under the DIP Facility, and the amount of the Carve-Out Expenses. The Carve-Out consists of an administrative expense carve out for professional fees and expenses of the Debtor's attorneys during the bankruptcy case, and allowed U.S. Trustee administrative expenses. Southside Bank f/k/a Omni/American Bank reserved the right to assert a valid first priority security interest in any prepetition collateral of the Debtor through an adversary proceeding, plan confirmation proceedings and/or by agreement among Southside Bank, the Debtor and Exeter International. A full-text copy of the Final Order, dated Sept. 14, 2016, is available at https://is.gd/IFWV94 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. US STEEL: S&P Revises Outlook to Stable & Affirms 'B' CCR --------------------------------------------------------- S&P Global Ratings said it revised its rating outlook on Pittsburgh-based steel company U.S. Steel Corp. to stable from negative and affirmed its 'B' corporate credit rating on the company. At the same time, S&P affirmed its 'BB-' issue-level rating on the company's senior secured notes and 'B' issue-level rating on its senior unsecured notes. The '1' recovery rating on the senior secured notes indicates S&P's expectation of very high (90%-100%) recovery in the event of a default. The '4' recovery rating on the senior unsecured notes indicates S&P's expectation of average (30%-50%; lower half of range) recovery in the event of a default. "The stable outlook reflects our view that the stronger steel price environment will offset weakness from lower volumes and persistently weak energy markets over the next 24 months," S&P Global Ratings credit analyst William Ferara. "We expect credit measures to improve, yet remain somewhat volatile for the rating, with adjusted debt to EBITDA of about 3x to 4x and slightly positive free operating cash flow in 2016 and 2017. We expect the company's liquidity position to remain exceptional; however, we recognize that its cash balance is susceptible to cash uses during weaker steel price conditions." S&P could lower the rating if steel prices came under severe pressure or the company's competitive position weakened relative to other steel producers. S&P could also lower the rating if the company's liquidity position were characterized as adequate or less, which could occur if the ratio of the company's liquidity sources to uses is less than 1.2x over the next 24 months or its qualitative liquidity factors hamper its quantitative liquidity considerations. Weaker credit metrics could also prompt a lower rating over the next 12 months if EBITDA interest coverage is roughly 1.25x to 1.5x or adjusted debt leverage materially exceeds 10x. S&P could raise the rating if there is an improvement in the long-term expectations for the steel sector or a reduction in its price volatility. S&P would expect stronger credit metrics to be sustained for the next several quarters, and to remain at those levels, with debt to EBITDA below 3x and EBITDA interest coverage of above 3x. S&P would also need to view the company as comparable to similarly rated peers, with an improved competitive position. VERNUS GROUP: Unsecureds To Recover 95% Under Plan -------------------------------------------------- Vernus Group Corp. filed with the U.S. Bankruptcy Court for the District of Puerto Rico a disclosure statement describing the Debtor's Chapter 11 plan. Class 1 Non-Insider General Unsecured Claims, estimated at $423,449.55, are impaired under the Plan. The Holders will be paid in full satisfaction of their claims, as the claims may be reduced and negotiated, or as finally determined by the Bankruptcy Court, 95% of their allowed claims on a pro-rata basis, as follows: 1) $19,485, representing 5% of Class 1's allowed claims, to be paid from the proceeds of the sale of assets on the Effective Date of the Plan; 2) $120,000, representing 28% of Class 1 allowed claims, to be paid from the proceeds of the Sale of Inventory on the later of the Effective Date of the Plan or the closing on the Sale of Inventory; and 3) $260,000, representing 62% of Class 1 allowed claims, to be paid from the proceeds of the avoidance actions on the later of the Effective Date of the Plan or the date of collection of the avoidance actions. Any remaining funds after paying Class 1 allowed claims will also be distributed to the General Non-Insider Unsecured Creditors, up to the full satisfaction of their allowed claims on a pro-rata basis. The proceeds from the sale of inventory and the avoidance actions are contingent events whose success affects the estimated recovery for Class 1 allowed claims. Moreover, the final dividend to Class 1 may be affected by the costs of pursuing the avoidance actions or by additional post-petition accounts payable. The Debtor will effect payments of pending administrative expense claims on the Effective Date from the proceeds of the sale of assets. Priority tax claims and other priority claims will be paid on the Effective Date from the proceeds of the sale of assets. Class 1 claims will be paid in full satisfaction of their claims, as the claims may be reduced and negotiated, or as finally determined by the Court, 95% of their allowed claims on a pro-rata basis, as follows: 1) $19,485, representing 5% of Class 1 allowed claims, to be paid from the proceeds of the sale of assets on the Effective Date of the Plan; 2) $120,000, representing 28% of Class 1 allowed claims, to be paid from the proceeds of the sale of inventory on the later of the Effective Date of the Plan or the closing on the sale of inventory; and 3) $260,000, representing 62% of Class 1 allowed claims, to be paid from the proceeds of the avoidance actions on the later of the Effective Date of the Plan or the date of collection of the avoidance actions. The exact amount of payments to holders of Class 1 claims is contingent on the successful prosecution of the avoidance actions and the sale of inventory. Moreover, the final dividend to Class 1 may be affected by the costs of pursuing the avoidance actions or additional postpetition accounts payable. The Disclosure Statement is available at: http://bankrupt.com/misc/prb15-09339-164.pdf The Plan was filed by the Debtor's counsel: Charles A. Cuprill-Hernandez, Esq. CHARLES A. CUPRILL, P.S.C. LAW OFFICES 356 Fortaleza Street Second Floor San Juan, PR 00901 Tel: (787) 977-0515 Fax: (787) 977-0518 E-mail: ccuprill@cuprill.com About Vernus Group Corp. Vernus Group Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 15-09339) on November 25, 2015. The petition was signed by Jose Rafael Hernandez, chairman and president. The case is assigned to Judge Brian K. Tester. At the time of the filing, the Debtor disclosed $3.69 million in assets and $225,686 in liabilities. WATERPROOF UNLIMITED: Hires Craft as Financial Advisor & Accountant ------------------------------------------------------------------- Waterproofing Unlimited, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Florida to employ Timothy Craft as financial advisor and accountant, nunc pro tunc to May 11, 2016. The Debtor requires Craft to: a. prepare all required and annual tax returns for the Debtor; b. prepare financial statements and any other accounting report as may be required c. monitor the Debtor's activities regarding cash expenditures, in order to ensure compliance with all requirements imposed under the Bankruptcy Code and the Office of United States Trustee for chapter 11 debtors; d. review the Debtor's past tax returns, IRS notices and claim and if necessary, file amended returns as part of the Debtor's administration of its estate; e. while the Debtor's bookkeeper with be preparing all Monthly Operating Reports as required during the course of the chapter 11 case and Quarterly Reports as may be necessary following confirmation of the Debtor's Plan, Craft will be available to assist the Debtor if the need arises; f. provide the Debtor with other and further financial advisory services regarding the Debtor's operations, including valuation, securing post-petition financing (including the use of cash collateral), general restructuring and advice with respect to financial, business and economic issues, as may arise. The Debtors have agreed to pay Craft the proposed compensation for these services: a. routine accounting services rendered in the ordinary course of business on a monthly basis in the amount of $100 per month without need for the filing of an application for approval of such fees. b. services related to the preparation and filing of the annual corporate tax return is $400 per return. Craft will also be reimbursed for reasonable out-of-pocket expenses incurred. Timothy W. Craft assured the Court that the he 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. Craft may be reached at: Timothy W. Craft 424 Canterbury Court Fort Walton Beach, FL 32548 Phone: (850)582-8835 About Waterproofing Unlimited, Inc. Waterproofing Unlimited, Inc., is an S Corporation organized under the laws of the State of Florida with its principal place of business located at 103 Bass Ave, Fort Walton Beach, Florida. It filed for Chapter 11 bankruptcy protection (Bankr. N.D. Fla. Case No. 16-30441) on May 11, 2016. Teresa M. Dorr, Esq., at Zalkin Revell, PLLC, serves as the Debtor's bankruptcy counsel.  WILLMAN CONSTRUCTION: Unsecureds' Recovery Unknown Under Plan ------------------------------------------------------------- Willman Construction, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Iowa a disclosure statement dated Aug. 22, 2016, describing the Debtor's Chapter 11 plan. The Plan is based upon the assumption that the liquidation of the Debtor's assets would not provide full payment to all of its secured creditors, much less its unsecured creditors, nor meaningful payments to general unsecured creditors. The assets have substantial value as a going-concern, but much less value if the business is terminated. The present estimate of the liquidation value of the Debtor's property would provide less than full payment to the claiming secured creditors upon liquidation. The Plan will provide payment of a not insubstantial portion of the principal amount of all allowed unsecured claims held by non-insiders. The Plan will provide for full payment of the allowed amount of secured claims with interest at a rate sufficient to provide payment of each secured claim. The remaining claims (other than subordinated or disallowed claims) in this case are to be paid at 100% by the Debtor and will be paid, quarterly, over a period of 10 years commencing at the end of the calendar quarter after confirmation. The unsecured claims will be paid from net income and asset sales, if any, after the satisfaction of all administrative claims, including U.S. Trustee's fees and attorneys' fees and accounting fees for the Debtor and concomitantly with secured class. Asset sales are unlikely, but not ruled out and would be subject to any lien. As the priority and secured debt are paid, additional funds will become available to be paid to unsecured creditors and the Debtor will recalculate the amounts which it can pay on a quarterly basis to unsecured creditors in the years following the payment, in full, of the priority and secured creditors. The Debtor will proceed with its efforts to increase its income and profitability in order to pay all of the debt of the Debtor entity as quickly as possible pursuant to the terms of the Plan. The Plan prohibits any distribution to shareholders as a dividend, or otherwise, until Plan debt is paid in full. The Disclosure Statement is available at: http://bankrupt.com/misc/iasb16-00774-102.pdf About Willman Construction, Inc. Willman Construction, Inc., filed bankruptcy petitions (Bankr. S.D.Ia. Lead Case No. 16-00774) on April 15, 2016. The petitions were signed by Mark Willman, authorized representative. Judge Lee M. Jackwig is assigned to the cases. Willman Construction scheduled $521,700 in total assets and $1,200,000 in total liabilities as of the petition date. The Debtors have hired Katz Nowinski PC as counsel, and Honkamp Krueger & Co, PC as accountants. The Office of the U.S. Trustee for Region 12 on April 28, 2016, appointed four creditors of Willman Construction, Inc., to serve on the official committee of unsecured creditors. XG TECHNOLOGY: Needs More Capital to Continue as a Going Concern ---------------------------------------------------------------- xG Technology, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $4.58 million on $1.65 million of revenue for the three months ended June 30, 2016, compared with a net loss of $3.96 million on $374,00 of revenue for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $8.64 million on $2.58 million of revenue, compared to a net loss of $7.49 million on $957,000 of revenue for the same period in the prior year. The Company's balance sheet at June 30, 2016, showed $19.05 million in total assets, $7.28 million in total liabilities, and a stockholders' equity of $11.77 million. At June 30, 2016, the Company has an accumulated deficit of $197.0 million and a net loss of approximately $8.6 million for the six months ended June 30, 2016. As of June 30, 2016, the Company has been funding its business principally through debt and equity financings and advances from related parties. The Company continues to experience significantly long sales cycles in certain areas, most notably, in the first responder, public safety, military and rural telco markets. These factors raise substantial doubt about the Company's ability to continue as a going concern. The ability to recognize revenue and ultimately cash receipts is contingent upon, but not limited to, acceptable performance of the delivered equipment and services. If the Company is unable to raise additional capital and/or close on some of its revenue producing opportunities in the near term, the carrying value of its assets may be materially impacted. The Company does not currently have sufficient capital in order to fund operations for the next twelve months from the balance sheet date or to achieve cash flow breakeven. Therefore, the Company is actively evaluating various alternatives of financing in order to obtain additional capital to allow the Company to deliver its products. A copy of the Form 10-Q is available at: https://is.gd/uqb1E7 About xG Technology, Inc. Founded in 2002, xG Technology -- http://www.xgtechnology.com-- has developed communication technologies that make wireless networks more intelligent, accessible, affordable and reliable. The company's technology brand portfolio includes xMax and Integrated Microwave Technologies (IMT). Based in Sarasota, Florida, xG has over 100 patents and pending patent applications. xG is a publicly traded company listed on the NASDAQ Capital Market (symbol: XGTI) XPRESS SUPPLY: Hearing on Plan Disclosures Set For Oct. 3 --------------------------------------------------------- The Hon. Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern District of Louisiana has scheduled for Oct. 3, 2016, at 2:00 p.m., as hearing to consider approval of Xpress Supply, LLC's disclosure statement describing the Debtor's Chapter 11 plan. Sept. 26, 2016, is the last day for filing written objections to the Disclosure Statement. Sept. 26 is also the last day to file proof of claims in this proceeding. Xpress Supply, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. La. Case No. 16-10878) on April 15, 2016. Phillip K. Wallace, Esq., at Phillip K. Wallace, PLC, serves as the Debtor's bankruptcy counsel. Y&K SUN: Auction Procedures for Lakewood Property Approved ---------------------------------------------------------- Judge Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado of the authorized the auction procedures and stalking horse bid relating to Y&K Sun, Inc.'s sale of interest in the property located at 6451-6579 W. Colfax Avenue in Lakewood, Colorado ("JCRS Property") to CK Acquisitions, LLC, for $4,400,000, subject to overbid. Judge Romero approved the Agreement between Y&K and Stalking Horse Bidder, including the break-up fee of $132,000 payable to the Stalking Horse Bidder in the event it is not the winning bidder at auction. In the event no higher qualified bids are received, Y&K is authorized to consummate the sale of the JCRS Property to the Stalking Horse Bidder on the terms provided in the Agreement and authorized to pay, if necessary, First National Bank the amount of its secured claim at the closing. All parties wishing to submit a competing bid for the purchase of the JCRS Property are to be governed by the following procedures: a. Bid Deadlines: Nov. 4, 2016 at 4:00 p.m. (MT) b. Qualified Bids: A value greater than or equal to the sum of (i) the value of the Stalking Horse Bidder's offer, (ii) the amount of the break-up fee, and (iii) $25,000; and a bid accompanied by a deposit in good funds equal to or greater than $100,000. c. Auction: At the offices of Onsager, Guyerson, Fletcher, Johnson, LLC on the date that is one business day before the date of the Sale Hearing, beginning at 10:00 a.m. (MT). d. Opening Bid: The stalking horse bid and will continue with each bid exceeding the previous bid by no less than $25,000, until Seller determines the highest and best qualified bid. A hearing to confirm the sale of the JCRS Property is set for Nov. 18, 2016 at 9:30 a.m. Objection deadline is Nov. 15, 2016. A copy of the Agreement and bidding procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Y&K_Sun_82_Sales.pdf About Y&K Sun Y&K Sun, Inc., sought Chapter 11 protection (Bankr. D. Colo. Case No. 16-14761) on May 12, 2016. The case judge is Hon. Howard R. Tallman. The Debtor is represented by Andrew D. Johnson, Esq., at Oonsager Guyerson Fletcher Johnson. The Debtor estimated $1 million to $10 million in assets and debt. YELLOW CAB OF RENO: Court OKs Disclosures, Confirms Ch. 11 Plan --------------------------------------------------------------- The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the District of Nevada has approved Yellow Cab of Reno, Inc.'s first amended disclosure statement and has confirmed the Debtor's first amended bankruptcy-exit plan on June 1, 2016. As reported by the Troubled Company Reporter on June 13, 2016, the Debtor filed with the Court the First Amended Disclosure Statement explaining the First Amended Plan, which says that Class 3 unsecured claims will bear interest at the rate allowed for judgments obtained in federal court, and holders of unsecured claims will receive quarterly pro rata disbursements from a Plan Fund as until the claims are paid in full with interest. The Plan will be effetive 14 days after Aug. 26, 2016. Yellow Cab of Reno, Inc., owns various vehicles and equipment, and leases the vehicles to drivers. Yellow Cab of Reno, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 15-51384) on Oct. 7, 2015. The Debtor is represented by Alan R. Smith, Esq., at the Law Offices of Alan R. Smith. There has been no appointment in this case of a creditor's committee. YELLOW CAB: Committee Proposes Plan of Liquidation -------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 case of Yellow Cab Affiliation, Inc., filed a Plan of Liquidation for the resolution of the outstanding claims against and interests in the Debtor pursuant to the provisions of Chapter 11 of the Bankruptcy Code, and requests confirmation of the Committee's Plan pursuant to Section 1129 of the Bankruptcy Code. The Committee's Plan still has blanks as to the projected percentage recovery for holders of unsecured claims estimated to total $31,455,429. The Plan provides that each holder of an allowed unsecured Claim (Class 6) will receive a beneficial interest in the Creditor Trust, entitling such Holder to a pro rata share of the distribution from the Creditor Trust equal to such claim divided by the combined amount of the Uninsured Portion of all damage claimants (Class 5) and all Class 6 claims. Pursuant to the Committee's Plan, on the Effective Date, all of the Debtor's Assets, including but not limited to the Debtor's Business and all Causes of Action, will automatically be transferred to, and vest in, a creditor trust (the "Creditor Trust"). Patrick O'Malley of Development Specialists, Inc., the financial advisor to the Committee, will be appointed as the creditor trustee (the "Creditor Trustee") for the Creditor Trust. The Creditor Trustee will be generally responsible for (1) liquidating all Creditor Trust assets, including, without limitation, the Debtor's Business and Causes of Action against the Debtor's affiliates, and. (2) administering and paying all allowed claims ("Claims") against the Estate. The Committee's Plan authorizes the Creditor Trustee to operate the Debtor's Business for such period of time as the Creditor Trustee deems appropriate in the exercise of his sole discretion prior to conducting a sale of the Debtor's Business, and to hire such persons (including, without limitation, employees of the Debtor) as the Creditor Trustee deems necessary for operation of the Debtor's Business). The Creditor Trustee anticipates hiring Jeffrey Feldman, who served as President of Yellow Cab Affiliation and its predecessor-in-interest from 1983 to 2000, and served as President of Taxi Medallion Management, LLC from 2006 to 2012, to assist the Trustee in operating the Debtor's business. The Committee believes that Confirmation of the Committee Plan will avoid the potential disruption of the Debtor's Business, lengthy delay, and significant cost of liquidation under Chapter 7 of the Bankruptcy Code by a chapter 7 trustee unfamiliar with the Debtor's business or bankruptcy case. A copy of the Committee's Disclosure Statement filed Aug. 30, 2016, is available at: http://bankrupt.com/misc/ilnb15-09539_955_DS_Yellow_Cab_Aff.pdf About Yellow Cab Affiliation Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March 18, 2015. The petition was signed by Michael Levine, president. Bankruptcy Judge Hon. Carol A. Doyle presides over the case. Matthew T. Gensburg, Esq., and Martin S Kedziora, Esq., at Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in its restructuring effort. The Debtor estimated assets at $1 million to $10 million and debt of $10 million to $50 million. YELLOW CAB: Committee Seeks Nov. 9 Hearing on Liquidation Plan -------------------------------------------------------------- The official committee of unsecured creditors of Yellow Cab Affiliation Inc. filed with the U.S. Bankruptcy Court for the Northern District of Illinois its proposed Chapter 11 plan of liquidation for the company. Pursuant to the liquidating plan, all of Yellow Cab's assets will automatically be transferred to, and vest in, a creditor trust on the effective date of the plan. Patrick O'Malley of Development Specialists, Inc., the committee's financial advisor, will be appointed to oversee the trust. He will be responsible for liquidating all creditor trust assets, and administering and paying claims. The committee's proposed plan authorizes the trustee to operate Yellow Cab's business for such period of time as he deems appropriate in the exercise of his sole discretion prior to conducting a sale of the business. The trustee anticipates hiring Jeffrey Feldman, who served as president of Yellow Cab Affiliation, to assist him in operating Yellow Cab's business. Under the liquidating plan, Class 6 unsecured creditors will receive a beneficial interest in the trust in lieu of a cash payment, entitling them to a pro rata share of the distribution from the trust. Class 6 unsecured creditors, which assert a total of $31.5 million in claims, are entitled to vote to accept or reject the liquidating plan, according to the committee's disclosure statement explaining the plan. A copy of the disclosure statement is available for free at https://is.gd/scqOEg In a separate filing, the committee asked the court to hold a hearing to consider confirmation of the plan on November 9, and set a November 4 deadline for creditors to cast their votes and file their objections. The committee is represented by: Richard M. Bendix, Jr., Esq. Edward S. Weil, Esq. Jonathan E. Aberman, Esq. John F. Rhoades, Esq. Dykema Gossett PLLC 10 S. Wacker Drive, Suite 2300 Chicago, IL 60603 Tel: (312) 876-1700 Fax: (312) 876-1155 Email: rbendix@dykema.com Email: eweil@dykema.com Email: jaberman@dykema.com Email: jrhoades@dykema.com About Yellow Cab Affiliation Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March 18, 2015. The petition was signed by Michael Levine, president. Bankruptcy Judge Hon. Carol A. Doyle presides over the case. Matthew T. Gensburg, Esq., and Martin S. Kedziora, Esq., at Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in its restructuring effort. The Debtor estimated assets at $1 million to $10 million and debt of $10 million to $50 million. YELLOW CAB: Hires CJBS as Accountants ------------------------------------- Yellow Cab Affiliation, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Illinois to employ CJBS, LLC as accountants to the Debtor. The Debtor, a corporation organized under the laws of the State of Illinois, is a licensed taxicab affiliation whose members operate a fleet of taxicabs which service the general public in the City of Chicago. The Debtor requires CJBS to prepare and file the Debtor's annual income tax documents and forms for the tax years beginning December 21, 2015. CJBs will be paid at these hourly rates: Larry Goldsmith $340 Managerial Staff $175-$200 Non-Managerial Staff $125-$175 Administrative staff $65-$110 CJBS will also be reimbursed for reasonable out-of-pocket expenses incurred. Larry Goldsmith, member of the accounting firm of CJBS, 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. CJBS may be reached at: Larry Goldsmith CJBS, LLC 2100 Sanders Road, Suite 200 Northbrook, IL 60062 Tel: 847-945-2888 Fax: *47-945-9512 About Yellow Cab Affiliation   Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for  Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March 18, 2015. The petition was signed by Michael Levine, president.   Bankruptcy Judge Hon. Carol A. Doyle presides over the case.  Matthew T. Gensburg, Esq., and Martin S Kedziora, Esq., at Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in its restructuring effort.   The Debtor estimated assets at $1 million to $10 million and debt of $10 million to $50 million. YELLOW CAB: Proposes to Sell Operating Assets to Pay Creditors -------------------------------------------------------------- Yellow Cab Affiliation, Inc., on August 30 filed with the U.S. Bankruptcy Court for the Northern District of Illinois its latest Chapter 11 plan of liquidation. The liquidating plan provides for the sale of the operating assets of the Debtor to the highest bidder under an asset purchase agreement. The Debtor will retain an investment banker to advise it in connection with the marketing and sale of its business. The sale process will start from the date of entry of an order confirming the plan, unless estate professionals agree to defer payment of their administrative expense claims wherein the sale process will start after the effective date of the plan. If the sale is deferred to a date agreeable to the investment banker and after the effective date, then a creditor trustee will be appointed to conduct the auction. In addition to providing for the sale of the Debtor's operating assets, the plan also provides for the establishment of a creditor trust on or prior to the effective date of the plan. Under the plan, each Class 6 unsecured creditor will receive a beneficial interest in the creditor trust. Class 6 creditors assert a total of $5.46 million in claims, according to the disclosure statement detailing the plan. A copy of the disclosure statement is available for free at https://is.gd/RULgb2 About Yellow Cab Affiliation Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March 18, 2015. The petition was signed by Michael Levine, president. Bankruptcy Judge Hon. Carol A. Doyle presides over the case. Matthew T. Gensburg, Esq., and Martin S Kedziora, Esq., at Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in its restructuring effort. The Debtor estimated assets at $1 million to $10 million and debt of $10 million to $50 million. ZAFS INVESTMENTS: Files Plan to Exit Chapter 11 Protection ---------------------------------------------------------- Zafs Investments LLC on August 30 filed with the U.S. Bankruptcy Court for the Southern District of Texas its proposed plan to exit Chapter 11 protection. Under the restructuring plan, Hardial Singh Mangat, the only unsecured creditor of Zafs Investments, will be paid 10% of his claim. Mr. Mangat, who holds a claim in the amount of $346,123, will receive a monthly payment of $576 for 60 months. The monthly payment will be due and payable beginning on the 15th day of the first month following 60 days after the effective date of the plan. The balance will be discharged after 60 payments have been made. Payments and distributions under the plan will be funded by the Debtor's "ordinary business income." A copy of the disclosure statement is available for free at https://is.gd/P5vdXE About Zafs Investments Zafs Investments, LLC, based in Sugar Land, Texas, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 15-36237) on November 30, 2015. Hon. Karen K. Brown presides over the case. The Debtor is represented by Margaret Maxwell McClure, Esq. of the Law Office of Margaret M. McClure. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Farhan Sultan, managing member. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 114.7 (43.7) (34.6) ABSOLUTE SOFTWRE ABT2EUR EU 114.7 (43.7) (34.6) ABSOLUTE SOFTWRE OU1 GR 114.7 (43.7) (34.6) ABSOLUTE SOFTWRE ALSWF US 114.7 (43.7) (34.6) ADV MICRO DEVICE AMD* MM 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMDUSD SW 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD TH 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD TE 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD GR 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD QT 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD SW 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMDCHF EU 3,316.0 (413.0) 925.0 ADV MICRO DEVICE AMD US 3,316.0 (413.0) 925.0 ADVANCED EMISSIO ADES US 36.6 (10.5) (11.2) ADVANCED EMISSIO OXQ1 GR 36.6 (10.5) (11.2) ADVANCEPIERRE FO APFHEUR EU 1,149.4 (335.7) 180.5 ADVANCEPIERRE FO APFH US 1,149.4 (335.7) 180.5 ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8) AERIE PHARMACEUT AERI US 120.1 (17.4) 94.1 AERIE PHARMACEUT AERIEUR EU 120.1 (17.4) 94.1 AERIE PHARMACEUT 0P0 GR 120.1 (17.4) 94.1 AEROJET ROCKETDY AJRD US 2,000.1 (108.0) 100.6 AEROJET ROCKETDY GCY GR 2,000.1 (108.0) 100.6 AEROJET ROCKETDY GCY TH 2,000.1 (108.0) 100.6 AEROJET ROCKETDY AJRDEUR EU 2,000.1 (108.0) 100.6 AIR CANADA ADH2 TH 14,539.0 (673.0) (496.0) AIR CANADA ACEUR EU 14,539.0 (673.0) (496.0) AIR CANADA ADH2 GR 14,539.0 (673.0) (496.0) AIR CANADA AC CN 14,539.0 (673.0) (496.0) AIR CANADA ACDVF US 14,539.0 (673.0) (496.0) AK STEEL HLDG AKS* MM 3,918.3 (300.6) 665.0 AK STEEL HLDG AK2 TH 3,918.3 (300.6) 665.0 AK STEEL HLDG AK2 GR 3,918.3 (300.6) 665.0 AK STEEL HLDG AKS US 3,918.3 (300.6) 665.0 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 ARCH COAL INC ACIIQ* MM 4,685.2 (1,627.0) 713.1 ARIAD PHARM APS QT 624.4 (37.9) 206.5 ARIAD PHARM APS GR 624.4 (37.9) 206.5 ARIAD PHARM ARIACHF EU 624.4 (37.9) 206.5 ARIAD PHARM ARIA SW 624.4 (37.9) 206.5 ARIAD PHARM APS TH 624.4 (37.9) 206.5 ARIAD PHARM ARIAEUR EU 624.4 (37.9) 206.5 ARIAD PHARM ARIA US 624.4 (37.9) 206.5 ARRAY BIOPHARMA AR2 GR 168.9 (37.9) 102.9 ARRAY BIOPHARMA AR2 QT 168.9 (37.9) 102.9 ARRAY BIOPHARMA AR2 TH 168.9 (37.9) 102.9 ARRAY BIOPHARMA ARRYEUR EU 168.9 (37.9) 102.9 ARRAY BIOPHARMA ARRY US 168.9 (37.9) 102.9 ASCENT SOLAR TEC ASTIEUR EU 14.0 (5.3) (7.9) ASPEN TECHNOLOGY AST GR 419.7 (75.0) (71.3) ASPEN TECHNOLOGY AST TH 419.7 (75.0) (71.3) ASPEN TECHNOLOGY AZPN US 419.7 (75.0) (71.3) ASPEN TECHNOLOGY AZPNEUR EU 419.7 (75.0) (71.3) AUTOZONE INC AZ5 TH 8,464.1 (1,863.3) (422.1) AUTOZONE INC AZ5 GR 8,464.1 (1,863.3) (422.1) AUTOZONE INC AZOEUR EU 8,464.1 (1,863.3) (422.1) AUTOZONE INC AZO US 8,464.1 (1,863.3) (422.1) AUTOZONE INC AZ5 QT 8,464.1 (1,863.3) (422.1) AVID TECHNOLOGY AVD GR 273.7 (289.0) (88.5) AVID TECHNOLOGY AVID US 273.7 (289.0) (88.5) AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1 AVON - BDR AVON34 BZ 3,638.1 (397.3) 702.1 AVON PRODUCTS AVP* MM 3,638.1 (397.3) 702.1 AVON PRODUCTS AVP US 3,638.1 (397.3) 702.1 AVON PRODUCTS AVP GR 3,638.1 (397.3) 702.1 AVON PRODUCTS AVP TH 3,638.1 (397.3) 702.1 AVON PRODUCTS AVP CI 3,638.1 (397.3) 702.1 BARRACUDA NETWOR 7BM GR 430.7 (19.3) (28.8) BARRACUDA NETWOR CUDAEUR EU 430.7 (19.3) (28.8) BARRACUDA NETWOR 7BM QT 430.7 (19.3) (28.8) BARRACUDA NETWOR CUDA US 430.7 (19.3) (28.8) BENEFITFOCUS INC BNFT US 164.8 (31.8) (0.2) BENEFITFOCUS INC BTF GR 164.8 (31.8) (0.2) BLUE BIRD CORP BLBD US 310.3 (99.1) (7.6) BLUE BIRD CORP 1291067D US 310.3 (99.1) (7.6) BOMBARDIER INC-B BBDBN MM 23,871.0 (3,918.0) 1,670.0 BOMBARDIER-B OLD BBDYB BB 23,871.0 (3,918.0) 1,670.0 BOMBARDIER-B W/I BBD/W CN 23,871.0 (3,918.0) 1,670.0 BRINKER INTL BKJ GR 1,472.7 (213.1) (255.7) BRINKER INTL EAT2EUR EU 1,472.7 (213.1) (255.7) BRINKER INTL EAT US 1,472.7 (213.1) (255.7) BROOKFIELD REAL BRE CN 98.8 (29.4) 1.0 BRP INC/CA-SUB V BRPIF US 2,204.8 (73.9) 63.7 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DNKNEUR EU 3,130.4 (203.7) 147.1 DUNKIN' BRANDS G 2DB GR 3,130.4 (203.7) 147.1 DUNKIN' BRANDS G 2DB TH 3,130.4 (203.7) 147.1 DUNKIN' BRANDS G DNKN US 3,130.4 (203.7) 147.1 DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7 DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7 DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7 EASTMAN KODAK CO KODN GR 2,042.0 (39.0) 859.0 EASTMAN KODAK CO KODK US 2,042.0 (39.0) 859.0 EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 ENERGIZER HOLDIN ENR-WEUR EU 1,596.8 (2.8) 655.7 ENERGIZER HOLDIN ENR US 1,596.8 (2.8) 655.7 ENERGIZER HOLDIN EGG GR 1,596.8 (2.8) 655.7 EPL OIL & GAS IN EPL US 463.6 (1,080.5) (1,301.7) EPL OIL & GAS IN EPA1 GR 463.6 (1,080.5) (1,301.7) ERIN ENERGY CORP ERN SJ 349.0 (159.2) (257.2) EVERBRIDGE INC EVBG US 48.9 (20.9) (28.6) EXELIXIS INC EX9 GR 477.1 (186.1) 160.6 EXELIXIS INC EX9 QT 477.1 (186.1) 160.6 EXELIXIS INC EXELEUR EU 477.1 (186.1) 160.6 EXELIXIS INC EX9 TH 477.1 (186.1) 160.6 EXELIXIS INC EXEL US 477.1 (186.1) 160.6 FAIRMOUNT SANTRO FMSA US 1,109.1 (159.6) 147.3 FAIRMOUNT SANTRO FM1 GR 1,109.1 (159.6) 147.3 FAIRMOUNT SANTRO FMSAEUR EU 1,109.1 (159.6) 147.3 FAIRPOINT COMMUN FONN GR 1,279.3 (23.7) 9.7 FAIRPOINT COMMUN FRP US 1,279.3 (23.7) 9.7 FIFTH STREET ASS FSAM US 166.3 (11.1) - FORESIGHT ENERGY FELP US 1,746.6 (45.9) (1,325.6) FORESIGHT ENERGY FHR GR 1,746.6 (45.9) (1,325.6) FREESCALE SEMICO FSL US 3,159.0 (3,079.0) 1,264.0 FREESCALE SEMICO 1FS TH 3,159.0 (3,079.0) 1,264.0 FREESCALE SEMICO 1FS QT 3,159.0 (3,079.0) 1,264.0 FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0 FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0 GAMCO INVESTO-A GBL US 113.9 (223.5) - GARDA WRLD -CL A GW CN 1,842.9 (396.1) 105.2 GARTNER INC IT US 2,304.5 (52.8) (153.6) GARTNER INC GGRA GR 2,304.5 (52.8) (153.6) GARTNER INC IT* MM 2,304.5 (52.8) (153.6) GCP APPLIED TECH GCP US 1,034.5 (149.7) 254.9 GCP APPLIED TECH 43G GR 1,034.5 (149.7) 254.9 GENESIS HEALTHCA GEN US 5,933.0 (722.7) 240.2 GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0 GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GUIDANCE SOFTWAR ZTT GR 71.8 (1.7) (22.1) GUIDANCE SOFTWAR GUID US 71.8 (1.7) (22.1) GYMBOREE CORP/TH GYMB US 1,162.6 (309.2) 28.7 HALCON RESOURCES HK US 2,453.8 (672.6) (2,780.0) HALCON RESOURCES RAQK GR 2,453.8 (672.6) (2,780.0) HCA HOLDINGS INC HCA US 33,205.0 (6,498.0) 3,699.0 HCA HOLDINGS INC 2BH GR 33,205.0 (6,498.0) 3,699.0 HCA HOLDINGS INC HCAEUR EU 33,205.0 (6,498.0) 3,699.0 HCA HOLDINGS INC 2BH TH 33,205.0 (6,498.0) 3,699.0 HECKMANN CORP-U HEK/U US 421.9 (75.1) (51.4) HEWLETT-PACKA-WI HPQ-W US 27,224.0 (3,926.0) (712.0) HOVNANIAN-A-WI HOV-W US 2,388.8 (151.9) 1,377.8 HP COMPANY-BDR HPQB34 BZ 27,224.0 (3,926.0) (712.0) HP INC HPQ US 27,224.0 (3,926.0) (712.0) HP INC HPQCHF EU 27,224.0 (3,926.0) (712.0) HP INC HPQ SW 27,224.0 (3,926.0) (712.0) HP INC HPQUSD SW 27,224.0 (3,926.0) (712.0) HP INC 7HP TH 27,224.0 (3,926.0) (712.0) HP INC HPQ CI 27,224.0 (3,926.0) (712.0) HP INC HPQ TE 27,224.0 (3,926.0) (712.0) HP INC 7HP GR 27,224.0 (3,926.0) (712.0) HP INC HWP QT 27,224.0 (3,926.0) (712.0) HP INC HPQ* MM 27,224.0 (3,926.0) (712.0) HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IBI GROUP INC IBG CN 257.9 (13.2) 118.6 IDEXX LABS IX1 GR 1,489.2 (8.5) (1.7) IDEXX LABS IX1 QT 1,489.2 (8.5) (1.7) IDEXX LABS IDXX US 1,489.2 (8.5) (1.7) IDEXX LABS IX1 TH 1,489.2 (8.5) (1.7) IMMUNOMEDICS INC IMMU US 57.0 (57.5) 37.5 INFOR ACQUISIT-A IAC/A CN 233.2 (2.7) 1.8 INFOR ACQUISITIO IAC-U CN 233.2 (2.7) 1.8 INFOR US INC LWSN US 6,048.5 (796.8) (226.4) INNOVIVA INC HVE GR 378.1 (363.1) 175.8 INNOVIVA INC INVA US 378.1 (363.1) 175.8 INTERNATIONAL WI ITWG US 325.1 (11.5) 95.4 INTERUPS INC ITUP US 0.0 (0.3) (0.3) INVENTIV HEALTH VTIV US 2,167.0 (791.3) 142.1 IPCS INC IPCS US 559.2 (33.0) 72.1 ISRAMCO INC ISRL US 145.1 (0.9) 14.0 ISRAMCO INC ISRLEUR EU 145.1 (0.9) 14.0 ISRAMCO INC IRM GR 145.1 (0.9) 14.0 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 J CREW GROUP INC JCG US 1,455.8 (786.1) 86.9 JACK IN THE BOX JACK1EUR EU 1,291.5 (167.5) (85.1) JACK IN THE BOX JBX GR 1,291.5 (167.5) (85.1) JACK IN THE BOX JACK US 1,291.5 (167.5) (85.1) JOEY NEW YORK IN JOEY US 0.1 (4.2) (4.2) JUST ENERGY GROU 1JE GR 1,229.1 (191.7) (118.1) JUST ENERGY GROU JE CN 1,229.1 (191.7) (118.1) JUST ENERGY GROU JE US 1,229.1 (191.7) (118.1) KADMON HOLDINGS KDMN US 45.9 (256.6) (33.4) L BRANDS INC LTD QT 7,541.0 (1,129.0) 1,141.0 L BRANDS INC LTD TH 7,541.0 (1,129.0) 1,141.0 L BRANDS INC LTD GR 7,541.0 (1,129.0) 1,141.0 L BRANDS INC LB* MM 7,541.0 (1,129.0) 1,141.0 L BRANDS INC LBEUR EU 7,541.0 (1,129.0) 1,141.0 L BRANDS INC LB US 7,541.0 (1,129.0) 1,141.0 LANTHEUS HOLDING 0L8 GR 259.3 (166.4) 78.9 LANTHEUS HOLDING LNTH US 259.3 (166.4) 78.9 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 715.2 (122.1) (24.8) LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0 LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0 MADISON-A/NEW-WI MSGN-W US 806.5 (1,120.0) 168.7 MANITOWOC FOOD 6M6 GR 1,807.0 (111.1) 19.1 MANITOWOC FOOD MFS1EUR EU 1,807.0 (111.1) 19.1 MANITOWOC FOOD MFS US 1,807.0 (111.1) 19.1 MANNKIND CORP MNKD IT 139.4 (366.6) (198.9) MARRIOTT INTL-A MAQ TH 6,650.0 (3,462.0) (1,285.0) MARRIOTT INTL-A MAR US 6,650.0 (3,462.0) (1,285.0) MARRIOTT INTL-A MAQ GR 6,650.0 (3,462.0) (1,285.0) MCBC HOLDINGS IN MCFT US 82.5 (8.4) (26.3) MCBC HOLDINGS IN 1SG GR 82.5 (8.4) (26.3) MDC COMM-W/I MDZ/W CN 1,616.2 (457.3) (268.2) MDC PARTNERS-A MDCAEUR EU 1,616.2 (457.3) (268.2) MDC PARTNERS-A MDZ/A CN 1,616.2 (457.3) (268.2) MDC PARTNERS-A MDCA US 1,616.2 (457.3) (268.2) MDC PARTNERS-EXC MDZ/N CN 1,616.2 (457.3) (268.2) MEAD JOHNSON 0MJA GR 4,028.6 (519.4) 1,459.4 MEAD JOHNSON MJNEUR EU 4,028.6 (519.4) 1,459.4 MEAD JOHNSON MJN US 4,028.6 (519.4) 1,459.4 MEAD JOHNSON 0MJA TH 4,028.6 (519.4) 1,459.4 MEDLEY MANAGE-A MDLY US 107.6 (30.3) 38.7 MERITOR INC MTOREUR EU 2,084.0 (596.0) 155.0 MERITOR INC AID1 GR 2,084.0 (596.0) 155.0 MERITOR INC MTOR US 2,084.0 (596.0) 155.0 MERRIMACK PHARMA MP6 GR 150.0 (201.6) 28.1 MERRIMACK PHARMA MACKEUR EU 150.0 (201.6) 28.1 MERRIMACK PHARMA MACK US 150.0 (201.6) 28.1 MERRIMACK PHARMA MP6 QT 150.0 (201.6) 28.1 MICHAELS COS INC MIM GR 2,001.0 (1,707.8) 531.0 MICHAELS COS INC MIK US 2,001.0 (1,707.8) 531.0 MIDSTATES PETROL MPO1EUR EU 729.3 (1,495.1) 12.9 MONEYGRAM INTERN MGI US 4,290.8 (221.2) (12.5) MOODY'S CORP DUT TH 5,044.9 (369.5) 1,883.7 MOODY'S CORP MCO US 5,044.9 (369.5) 1,883.7 MOODY'S CORP MCOEUR EU 5,044.9 (369.5) 1,883.7 MOODY'S CORP DUT GR 5,044.9 (369.5) 1,883.7 MOTOROLA SOLUTIO MTLA TH 8,467.0 (678.0) 1,502.0 MOTOROLA SOLUTIO MOT TE 8,467.0 (678.0) 1,502.0 MOTOROLA SOLUTIO MSI US 8,467.0 (678.0) 1,502.0 MOTOROLA SOLUTIO MTLA GR 8,467.0 (678.0) 1,502.0 MOTOROLA SOLUTIO MTLA QT 8,467.0 (678.0) 1,502.0 MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - MSG NETWORKS- A 1M4 TH 806.5 (1,120.0) 168.7 MSG NETWORKS- A MSGNEUR EU 806.5 (1,120.0) 168.7 MSG NETWORKS- A 1M4 GR 806.5 (1,120.0) 168.7 MSG NETWORKS- A MSGN US 806.5 (1,120.0) 168.7 NATHANS FAMOUS NFA GR 77.7 (70.5) 51.9 NATHANS FAMOUS NATH US 77.7 (70.5) 51.9 NATIONAL CINEMED XWM GR 1,045.7 (166.4) 91.5 NATIONAL CINEMED NCMI US 1,045.7 (166.4) 91.5 NAVIDEA BIOPHARM NAVB IT 8.7 (63.9) (55.5) NAVISTAR INTL IHR TH 5,719.0 (5,134.0) 239.0 NAVISTAR INTL IHR QT 5,719.0 (5,134.0) 239.0 NAVISTAR INTL NAV US 5,719.0 (5,134.0) 239.0 NAVISTAR INTL IHR GR 5,719.0 (5,134.0) 239.0 NEFF CORP-CL A NEFF US 681.2 (163.1) 2.3 NEKTAR THERAPEUT NKTR US 463.1 (39.3) 239.0 NEKTAR THERAPEUT ITH GR 463.1 (39.3) 239.0 NEW ENG RLTY-LP NEN US 193.6 (31.2) - NTELOS HOLDINGS NTLS US 611.1 (39.9) 104.9 OCH-ZIFF CAPIT-A 35OA GR 1,375.1 (356.2) - OCH-ZIFF CAPIT-A OZM US 1,375.1 (356.2) - OMEROS CORP 3O8 TH 46.1 (49.0) 18.0 OMEROS CORP OMER US 46.1 (49.0) 18.0 OMEROS CORP OMEREUR EU 46.1 (49.0) 18.0 OMEROS CORP 3O8 GR 46.1 (49.0) 18.0 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) ONCOMED PHARMACE OMED US 181.9 (43.5) 121.7 ONCOMED PHARMACE O0M GR 181.9 (43.5) 121.7 PALM INC PALM US 1,007.2 (6.2) 141.7 PAPA JOHN'S INTL PZZA US 487.2 (9.3) 18.4 PAPA JOHN'S INTL PP1 GR 487.2 (9.3) 18.4 PBF LOGISTICS LP PBFX US 458.6 (128.0) 65.8 PBF LOGISTICS LP 11P GR 458.6 (128.0) 65.8 PENN NATL GAMING PENN US 5,142.8 (606.9) (197.8) PENN NATL GAMING PN1 GR 5,142.8 (606.9) (197.8) PHILIP MORRIS IN PM1EUR EU 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PM1 TE 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN 4I1 TH 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PMI SW 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PMI EB 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PM1CHF EU 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PMI1 IX 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PM FP 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN 4I1 GR 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN PM US 34,802.0 (10,799.0) 3,374.0 PHILIP MORRIS IN 4I1 QT 34,802.0 (10,799.0) 3,374.0 PINNACLE ENTERTA PNK US 3,966.8 (332.9) (106.8) PINNACLE ENTERTA 65P GR 3,966.8 (332.9) (106.8) PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PG6 GR 1,292.6 (57.6) 280.6 PLY GEM HOLDINGS PGEM US 1,292.6 (57.6) 280.6 POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9 QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9 QUINTILES TRANSN QTS GR 3,962.8 (228.7) 836.3 QUINTILES TRANSN Q US 3,962.8 (228.7) 836.3 REATA PHARMACE-A 2R3 GR 114.4 (212.1) 52.9 REATA PHARMACE-A RETA US 114.4 (212.1) 52.9 REGAL ENTERTAI-A RGC US 2,572.9 (872.3) (86.1) REGAL ENTERTAI-A RETA GR 2,572.9 (872.3) (86.1) REGAL ENTERTAI-A RGC* MM 2,572.9 (872.3) (86.1) RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTECH NITROGEN 2RN GR 241.4 (166.3) 12.0 RENTPATH LLC PRM US 208.0 (91.7) 3.6 RESOLUTE ENERGY R21 GR 317.5 (321.8) 15.2 RESOLUTE ENERGY RENEUR EU 317.5 (321.8) 15.2 RESOLUTE ENERGY REN US 317.5 (321.8) 15.2 REVLON INC-A REV US 1,914.8 (561.7) 296.2 REVLON INC-A RVL1 GR 1,914.8 (561.7) 296.2 RLJ ACQUISITI-UT RLJAU US 127.7 (14.8) 18.1 ROUNDY'S INC 4R1 GR 1,095.7 (92.7) 59.7 ROUNDY'S INC RNDY US 1,095.7 (92.7) 59.7 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING 7RY TH 1,630.0 (112.1) 679.6 RYERSON HOLDING RYI US 1,630.0 (112.1) 679.6 RYERSON HOLDING 7RY GR 1,630.0 (112.1) 679.6 SALLY BEAUTY HOL S7V GR 2,091.1 (282.9) 690.6 SALLY BEAUTY HOL SBH US 2,091.1 (282.9) 690.6 SANCHEZ ENERGY C SN US 1,240.5 (703.2) 288.2 SANCHEZ ENERGY C SN* MM 1,240.5 (703.2) 288.2 SANCHEZ ENERGY C 13S TH 1,240.5 (703.2) 288.2 SANCHEZ ENERGY C 13S GR 1,240.5 (703.2) 288.2 SBA COMM CORP-A SBACEUR EU 7,436.3 (1,607.6) (513.6) SBA COMM CORP-A SBJ GR 7,436.3 (1,607.6) (513.6) SBA COMM CORP-A SBAC US 7,436.3 (1,607.6) (513.6) SBA COMM CORP-A SBJ TH 7,436.3 (1,607.6) (513.6) SCIENTIFIC GAM-A TJW GR 7,465.1 (1,666.9) 491.7 SCIENTIFIC GAM-A SGMS US 7,465.1 (1,666.9) 491.7 SEARS HOLDINGS SEE TH 10,614.0 (2,693.0) 672.0 SEARS HOLDINGS SEE QT 10,614.0 (2,693.0) 672.0 SEARS HOLDINGS SEE GR 10,614.0 (2,693.0) 672.0 SEARS HOLDINGS SHLD US 10,614.0 (2,693.0) 672.0 SILVER SPRING NE SSNI US 449.4 (12.3) 15.2 SILVER SPRING NE 9SI TH 449.4 (12.3) 15.2 SILVER SPRING NE SSNIEUR EU 449.4 (12.3) 15.2 SILVER SPRING NE 9SI GR 449.4 (12.3) 15.2 SIRIUS XM CANADA SIICF US 291.5 (139.8) (175.5) SIRIUS XM CANADA XSR CN 291.5 (139.8) (175.5) SIRIUS XM HOLDIN RDO TH 8,139.8 (775.1) (1,605.5) SIRIUS XM HOLDIN SIRI US 8,139.8 (775.1) (1,605.5) SIRIUS XM HOLDIN RDO GR 8,139.8 (775.1) (1,605.5) SONIC CORP SONCEUR EU 679.7 (58.5) 98.7 SONIC CORP SONC US 679.7 (58.5) 98.7 SONIC CORP SO4 GR 679.7 (58.5) 98.7 SUPERVALU INC SJ1 TH 4,373.0 (383.0) 203.0 SUPERVALU INC SJ1 GR 4,373.0 (383.0) 203.0 SUPERVALU INC SVU* MM 4,373.0 (383.0) 203.0 SUPERVALU INC SVU US 4,373.0 (383.0) 203.0 TAILORED BRANDS TLRD* MM 2,184.6 (88.7) 719.8 TAILORED BRANDS WRMA GR 2,184.6 (88.7) 719.8 TAILORED BRANDS TLRD US 2,184.6 (88.7) 719.8 TAUBMAN CENTERS TU8 GR 3,786.8 (36.5) - TAUBMAN CENTERS TCO US 3,786.8 (36.5) - TRANSDIGM GROUP TDGEUR EU 10,570.5 (808.2) 2,204.8 TRANSDIGM GROUP T7D GR 10,570.5 (808.2) 2,204.8 TRANSDIGM GROUP T7D QT 10,570.5 (808.2) 2,204.8 TRANSDIGM GROUP TDGCHF EU 10,570.5 (808.2) 2,204.8 TRANSDIGM GROUP TDG US 10,570.5 (808.2) 2,204.8 TRANSDIGM GROUP TDG SW 10,570.5 (808.2) 2,204.8 ULTRA PETROLEUM UPM GR 1,292.9 (2,996.0) 259.4 ULTRA PETROLEUM UPLEUR EU 1,292.9 (2,996.0) 259.4 ULTRA PETROLEUM UPLMQ US 1,292.9 (2,996.0) 259.4 UNISYS CORP UISEUR EU 2,241.6 (1,273.6) 310.3 UNISYS CORP USY1 GR 2,241.6 (1,273.6) 310.3 UNISYS CORP UISCHF EU 2,241.6 (1,273.6) 310.3 UNISYS CORP UIS US 2,241.6 (1,273.6) 310.3 UNISYS CORP USY1 TH 2,241.6 (1,273.6) 310.3 UNISYS CORP UIS1 SW 2,241.6 (1,273.6) 310.3 VECTOR GROUP LTD VGR US 1,479.5 (175.4) 584.8 VECTOR GROUP LTD VGR QT 1,479.5 (175.4) 584.8 VECTOR GROUP LTD VGR GR 1,479.5 (175.4) 584.8 VENOCO INC VQ US 295.3 (483.7) (509.8) VERISIGN INC VRSN US 2,314.2 (1,127.3) 468.5 VERISIGN INC VRS TH 2,314.2 (1,127.3) 468.5 VERISIGN INC VRS GR 2,314.2 (1,127.3) 468.5 VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8) VERSO CORP - A VRS US 2,523.0 (1,302.0) 57.0 VIEWRAY INC VRAY US 47.9 (31.1) 2.8 VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WW6 GR 1,265.8 (1,266.4) (146.1) WEIGHT WATCHERS WTWEUR EU 1,265.8 (1,266.4) (146.1) WEIGHT WATCHERS WW6 TH 1,265.8 (1,266.4) (146.1) WEIGHT WATCHERS WTW US 1,265.8 (1,266.4) (146.1) WEST CORP WT2 GR 3,546.6 (522.4) 269.5 WEST CORP WSTC US 3,546.6 (522.4) 269.5 WESTMORELAND COA WLB US 1,743.2 (573.1) (41.5) WINGSTOP INC EWG GR 116.8 (0.1) 6.7 WINGSTOP INC WING US 116.8 (0.1) 6.7 WINMARK CORP GBZ GR 42.8 (21.9) 13.6 WINMARK CORP WINA US 42.8 (21.9) 13.6 YRC WORLDWIDE IN YEL1 TH 1,886.0 (359.8) 271.7 YRC WORLDWIDE IN YEL1 GR 1,886.0 (359.8) 271.7 YRC WORLDWIDE IN YRCWEUR EU 1,886.0 (359.8) 271.7 YRC WORLDWIDE IN YRCW US 1,886.0 (359.8) 271.7 YUM! BRANDS INC YUMCHF EU 8,184.0 (331.0) (400.0) YUM! BRANDS INC TGR GR 8,184.0 (331.0) (400.0) YUM! BRANDS INC YUMEUR EU 8,184.0 (331.0) (400.0) YUM! BRANDS INC TGR TH 8,184.0 (331.0) (400.0) YUM! BRANDS INC YUM US 8,184.0 (331.0) (400.0) YUM! BRANDS INC YUMUSD SW 8,184.0 (331.0) (400.0) YUM! BRANDS INC TGR QT 8,184.0 (331.0) (400.0) YUM! BRANDS INC YUM SW 8,184.0 (331.0) (400.0) ZIOPHARM ONCOLOG ZIOPEUR EU 128.0 (52.0) 110.7 ZIOPHARM ONCOLOG WEK GR 128.0 (52.0) 110.7 ZIOPHARM ONCOLOG ZIOP US 128.0 (52.0) 110.7 ZIOPHARM ONCOLOG WEK TH 128.0 (52.0) 110.7 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., 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 ***