/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/161213.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, December 13, 2016, Vol. 20, No. 347 Headlines 21ST CENTURY: Enters Into Forbearance Agreement With Noteholders 220 ADAMS RANCH ROAD: Priority Unsecureds To Get 100% in 5 Yrs. 6D GLOBAL: Common Stock Delisted from NASDAQ 7470 COMMERCIAL: Magnum HOA, Nixon to Be Paid from Sale Proceeds ACCO BRANDS: Fitch Assigns BB Rating on $400MM Sr. Unsec. Notes AGRIEURO CORP: Has $500,000 Loan Agreement with AJX Solution ALI SABERIOON: Latest Plan to Pay Unsecured Creditors in Full ALICE LAVERNE WIMBISH: Unsecureds To Get $200 Over 60 Months ALPHA NATURAL: Settlement With Contura, First Lien Lenders Okayed ALTA MESA: Board OKs Elective Employer Contribution for Executives ALTA MESA: Closes Private Offering of $500M Senior Notes Due 2024 ALTA MESA: Completes Tender Offer for 9.625% Senior Notes Due 2018 AMERICAN APPAREL: Case Law Bars 2nd Ch.11 Filing, Trustee Says AMERICAN APPAREL: Standard General Counters Committee Objection AMSURG CORP: Moody's Confirms B3 Rating on $1.1BB Senior Notes AP&E PROPERTIES: Seeks to Hire Lemon Law Office as Legal Counsel ATR GLOBAL: Hires DeMarco Mitchell as General Counsel BAFFINLAND IRON: Moody's Assigns Caa1 CFR; Outlook Stable BARBARA RICHARDSON: Ch. 11 Trustee Files Plan of Liquidation BARTELLO PROPERTIES: Seeks to Hire Mincin Law as Legal Counsel BIG APPLE CIRCUS: Polich Buying Walden Property for $2.5 Million BIODATA MEDICAL: Hires Yaspan as General Bankruptcy Counsel BLANCA CHRISTINA PERALTA: Unsecureds To Get 100% Over 5 Years BLISS OF NJ: Hires Norgaard O'Boyle as Attorney BMC SOFTWARE: Bank Debt Trades at 2.60% Off BORINQUEN PARKING: Proposes Plan to Exit Chapter 11 Protection BRONSON ROCK: Seeks to Hire AuldridgeGriffin as Accountant BROUGHER INC: Court Denies Bid to Hire Magill as Financial Advisor BURCON NUTRASCIENCE: Rights Offering Oversubscribed CAESARS ENTERTAINMENT: Fitch Maintains 'CC' IDR on Watch Positive CALGI CONSTRUCTION: Disclosures Okayed; Plan Hearing on Dec. 29 CALIFORNIA HISPANIC: Sale of Sacramento Property for $558K Approved CAROUSEL PROPERTIES: Wants to Use First State Bank Cash Collateral CHC GROUP: Can Use Cash Collateral Until December 21 COBALT INTERNATIONAL: Closes Debt Exchange & Financing Transaction CONFIRMATRIX LABORATORY: Hires Smith & Howard as Accountant CORE RESOURCE: Committee Taps Clotho as Financial Advisor COSI INC: Hires DLA Piper as Counsel in Fast Casual Dispute CREEKSIDE CANCER: Case Summary & 20 Largest Unsecured Creditors CRYSTAL LAKE OPEN: Has Until April 3 to File Chapter 11 Plan CTI BIOPHARMA: Plans to Effect 1-for-10 Reverse Stock Split CYU LITHOGRAPHICS: Hires Sandy S. Tang as Accountant DANCING WATERS: Has Deal for $8.3M Sale of Governor's Point Land DATA SYSTEMS: Court Amends Plan Confirmation Opinion DAVIS HOLDING: Wants Plan Filing Period Extended to Feb. 22 DEJEAN AUTOMOTIVE: Jan. 4 Plan Confirmation Hearing Set DEXTERA SURGICAL: May Issue 949,840 Shares Under Stock Plans DIRECTBUY HOLDINGS: Taps Cole Schotz as Counsel DOUGLAS GEORGE JEFFERIES: Latest Plan to Pay Unsecureds in 90 Days DRIVERS SELECT: Disclosures Has Prelim. OK; Jan. 11 Plan Hearing EGIRA LLC: Hires Kivitz as Bankruptcy Counsel ENOR CORP: Disclosures Approved; Confirmation Hearing on Dec. 22 EQUINIX INC: Fitch Affirms 'BB' Issuer Default Rating EVERGREEN HEALTH: Rankins Buying Caseville Property for $205K FANNIE MAE & FREDDIE MAC: If You're Going to Lie, LIE BIG! FANSTEEL INC: Hires Dorset Partners as Business Broker FIVE LOTS: Blair Irish To Be Paid in Full in 36 Months FRANK W. KERR: Sale of Antitrust Claims to FWK for $330K Approved FREEDOM MARINE: Latest Plan to Pay Broward Within 1 Year FUNCTION(X) INC: Appoints Frank Barnes as Independent Director FUNCTION(X) INC: Borrows Add'l $300,000 from Sillerman Investment GARDENS REGIONAL: Asks for April 31 Plan Filing Period Extension GARRY KING: Dec. 15 Auction of Personal Property by Powell Approved GERALD YEBOAH OMARI: Unsecureds to Get $23,160 Under Latest Plan GLACIERVIEW HAVEN: Trustee Hires Welles Rinning as Listing Agent GOUVIS RESTAURANT: Taps Genova & Malin as Attorneys GRACE GEMS GALLERIA: Creditor Payments To Be Funded by Asset Sale GRAPHIC TECHNOLOGY: Hires Zazella & Singer as Bankruptcy Counsel GREAT BASIN: Common Stock Delisted from NASDAQ GUIDED THERAPEUTICS: Amends 5,000 Preferred Shares Prospectus GULFMARK OFFSHORE: $136.1 Million Senior Notes Validly Tendered GWG INVESTMENTS: Hires Kruger Tax as Accountant GWG INVESTMENTS: Taps Salkin Law as Attorney GYMBOREE CORP: Bank Debt Trades at 39.35% Off HARRY DAWSON: Purple Wave to Auction Property Online on Dec. 28 HEENA HOSPITALITY: Disclosures Okayed, Plan Hearing on Dec. 28 HEXION INC: Obtains Consents to Modify ABL Facility Provisions HI-COUNTRY-CORONA: Taps Munding as Attorney for Disbursing Agent HOVNANIAN ENTERPRISES: Reports Fiscal 2016 Financial Results ILIANA NEUROSPINE: Case Summary & 17 Largest Unsecured Creditors IMAGEWARE SYSTEMS: Amends $15M Securities Prospectus With SEC IMAGIMED LLC: Unsecured Creditors to Get 16.5% Under Latest Plan IMX ACQUISITION: Equity Committee Hires Saul Ewing as Co-counsel IMX ACQUISITION: Equity Committee Taps Brown Rudnick as Co-counsel IMX ACQUISITION: Hires Marcum LLP as Independent Auditor INSTITUTIONAL SHAREHOLDER: Moody's Affirms B3 CFR; Outlook Stable ISTAR INC: Morgan Stanley Holds 1.4% Stake as of Nov. 30 J L LEASING: Trustee Seeks to Hire James G. Murphy as Auctioneer J. CREW: Bank Debt Trades at 38.60% Off JACK COOPER: To Retire $131.2 Million of Existing PIK Notes JAMES F. HUMPHREYS: Plan Confirmation Hearing on Feb. 7 JEANETTE GUTIERREZ: Bourgeois Buying San Antonio Property for $106K JEANETTE GUTIERREZ: Selling San Antonio Property for $54K JO-JO HOLDINGS: Hires Kelly Hart as Bankruptcy Counsel KAREN ILENE CARTER: Feb. 3 Plan Confirmation Hearing Set KOPH INC: Hires David Lloyd as Bankruptcy Counsel KRISTAL OWENS-GAYLE: Bayview Opposes Approval of Plan Outline LAKE WALKER COMMUNITY: Hires Drescher & Associates as Attorney LIMITLESS MOBILE: Hires Rust Omni as Claims and Noticing Agent LIVE OAK LOUNGE: Landlord Objects to Disclosure Statement LUCKY BOY RACING: Hires Advantage Law as Attorney MADISON PROPERTY: Taps Edward Hay as Attorney MAJESTIC AIR: Sale of Consigned LTP Inventory for $72K Approved MARGUERITE BILLBROUGH: Disclosures OK'd; Plan Hearing on Dec. 21 MARINA BIOTECH: CEO Presented at LD Micro Conference MARK FEATHERS: Unsecureds To Recover 100% Over 60 Months MARK JEFFREY KLAMRZYNKSKI: Hearing on Plan Outline Set For Jan. 11 MARRONE BIO: To Offer $50 Million Worth of Securities MAXUS ENERGY: Hires EnergyNet to Sell Oil & Gas Properties MAXUS ENERGY: Hires Hilco Streambank to Sell IP Addresses MAXUS ENERGY: Hires Keen as Real Estate Broker MEG ENERGY: Bank Debt Trades at 6.90% Off MEG ENERGY: Fitch Assigns 'B' IDR on Ample Liquidity MEMORIAL PRODUCTION: Moody's Keeps Limited Default Designation MESOBLAST LIMITED: MDACC to Fund Clinical Trial for Cancer Patients MICHAEL G. MCLAUGHLIN: To Continue Paying Mortgages Under Plan MICROVISION INC: Inks Underwriting Pact with Ladenburg Thalmann MOULTON PROPERTIES: Hires Neal & Company as Real Estate Broker MOUNTAIN WEST VALVE: Seeks to Hire J & A Accounting NEIMAN MARCUS: Bank Debt Trades at 9.20% Off NELSON'S ACADEMY: Hires Booker as Bankruptcy Counsel NORTEL NETWORKS: Jan. 9 Deadline to Vote on Ch. 11 Plan NORTHERN POWER: John Simon Reports 13.3% Stake as of Dec. 6 OLAYINKA O. OLUWOLE: Dec. 22 Plan Confirmation Hearing Set OPEXA THERAPEUTICS: Albert & Margaret Alkek Foundation Files 13D/A PANTECH WIRELESS: Voluntary Chapter 11 Case Summary PGX HOLDINGS: Moody's Lowers Rating on First Lien Term Loan to B1 PIONEER ENERGY: Indian Creek Reports 2.7% Stake as of Dec. 6 PIONEER ENERGY: Inks Underwriting Agreement with Goldman Sachs PIONEER ENERGY: Prices Upsized Public Offering of Common Stock POWELL VALLEY: Wants Plan Filing Period Extended to Jan. 10 PRO ENTERPRISES: Has Until Dec. 27 to File Chapter 11 Plan RENNOVA HEALTH: Amends Form S-1 Prospectus with SEC RICHARD HELFAND: Gets Court Approval of Restructuring Plan RONALD WILLIAM DEMASI: Dec 21. Disclosure Statement Hearing ROSETTA GENOMICS: Amends 15.5 Million Ordinary Shares Prospectus ROSETTA GENOMICS: Amends Fiscal 2015 Annual Report S & R PISHVA: Hires Marcus & Millichap as Real Estate Broker S TRUETT HEARN: Dec. 29 Plan Confirmation Hearing SAEXPLORATION HOLDINGS: Issues Directors 15,016 Common Shares SANITARY AND IMPROVEMENT: Voluntary Chapter 9 Case Summary SAWTELLE PARTNERS: Ch. 11 Trustee Hires SLBiggs as Accountant SCOUT MEDIA: Case Summary & 30 Largest Unsecured Creditors SCOUT MEDIA: Proposes Jan. 19 Auction for All Assets SEANERGY MARITIME: Prices Offering of $15M Common Stock & Warrants SEATRUCK INC: Case Summary & 20 Largest Unsecured Creditors SHOOT THE MOON: Trustee Selling Life Insurance Policy for $12K SOUTHERN DESIGN: Hires CornerStone Realty as Real Estate Broker SPANISH BROADCASTING: Alex Meruelo Holds 8.23% of Class A Shares SPECTRUM HEALTHCARE: Hires Murtha Cullina as Special Counsel SPI ENERGY: Gang Dong Quits from Board of Directors STAMP-RITE INCORPORATED: Hires H&K Consulting as Accountant STELLAR BIOTECHNOLOGIES: Appoints EVP of Corporate Development SUN PROPERTY: Has Until Jan. 13 to File Chapter 11 Plan SUNPOWER BY RENEWABLE: Seeks March 10 Plan Filing Period Extension SWORDS GROUP: Hires Chas. Hawkins as Real Estate Agent SYED ALI RAZA: Unsecureds To Recoup 24.1% Under Plan SYNIVERSE TECHNOLOGIES: $700MM Bank Debt Trades at 10.96% Off SYNIVERSE TECHNOLOGIES: $911MM Bank Debt Trades at 10.96% Off TALLIS GROUP: Seeks to Hire Eric Liepins as Legal Counsel TEMPLE SQUARE: Sale of Akron Property to Tun for $69K Approved TERESA GIUDICE: Court Rejects Lawyer's Settlement Objection TEXARKANA ARKANSAS: Unsecureds To Get $1,000 a Month For 5 Yrs. TREND COMPANIES: Disclosures Conditionally OK'd; Hearing on Jan. 10 VAPOR CORP: Commences Tender Offer to Repurchase Series A Warrants VISUALANT INC: AWM Investment Reports 4.9% Stake as of Nov. 30 WILLIAM KEITH GOOLSBY: Unsecureds To Recover 100% Over 60 Months [^] Large Companies with Insolvent Balance Sheet ********* 21ST CENTURY: Enters Into Forbearance Agreement With Noteholders ---------------------------------------------------------------- Century Oncology, Inc., a subsidiary of 21st Century Oncology Holdings, Inc., failed to make a semi-annual interest payment due Nov. 1, 2016, as required by the indenture governing 21C's 11.00% Senior Notes due 2023. The failure to make such interest payment, after not being cured within 30 days, has resulted in an event of default under the Indenture. In addition, the Company has failed to satisfy the Second Capital Event (as defined in the Indenture) with respect to an issuance or sale of 21C's capital stock or from other equity investments and/or sales of assets in the aggregate amount of at least $25.0 million as of Nov. 30, 2016, triggering an additional event of default under the Indenture. The Interest Payment Event of Default has also triggered a cross default under the Credit Agreement, dated as of April 30, 2015, among the Company, 21C, the lenders party thereto from time to time, Morgan Stanley Senior Funding, Inc., as administrative agent, and the other agents and arrangers named therein and under the Amended and Restated Certificate of Designations of Series A Convertible Preferred Stock, filed with the Secretary of State of the State of Delaware on Sept. 8, 2016. Additional events of default exist under the Credit Agreement for (i) failure to satisfy the Second Capital Event and (ii) the occurrence of a "Default Event" under the Certificate of Designations. Indenture Forbearance Agreement On Dec. 6, 2016, 21C and the guarantors under the Indenture (including the Company) entered into a Forbearance Agreement with beneficial owners (and/or investment managers or advisors for beneficial owners) of greater than 90% of the aggregate principal amount of Notes outstanding under the Indenture. Pursuant to the Indenture Forbearance Agreement, and subject to important exceptions, the Majority Holders have agreed to forbear, until the earlier of Jan. 15, 2017, and the occurrence of certain events (as described in the Indenture Forbearance Agreement), from exercising any rights and remedies, and from directing the Trustee to exercise any rights and remedies, under the Indenture and the Notes on account of certain events of default under the Indenture that are currently in existence or that may arise in the future, including (i) the Interest Payment Event of Default and (ii) the Second Capital Event Satisfaction Event of Default. The Indenture Forbearance Agreement requires that by no later than Dec. 15, 2016, 21C and the Notes Guarantors enter into a transaction support agreement with beneficial owners of Notes, the Required Lenders (as defined in the Credit Agreement) and the Administrative Agent pursuant to which such persons agree to support a transaction or series of transactions that remedies any Existing Events of Default. The Indenture Forbearance Agreement also provides for significant additional restrictions, including further limiting the ability of 21C and certain of its subsidiaries to incur additional debt, pay dividends on or make distributions in respect of their equity interests or make other restricted payments or investments, make asset dispositions, incur liens or enter into or conduct affiliate transactions, and requiring 21C and certain of its subsidiaries to conduct their business only in the ordinary course. Credit Agreement Forbearance Agreement On Dec. 6, 2016, 21C and the Company and the guarantors under the Credit Agreement (including the Company) entered into a Forbearance Agreement related to the Credit Agreement with certain consenting lenders and the Administrative Agent. Pursuant to the Credit Agreement Forbearance Agreement, and subject to important exceptions, the Consenting Lenders and the Administrative Agent have agreed to forbear, until the earlier of Jan. 15, 2017, and the occurrence of certain events (as described in the Credit Agreement Forbearance Agreement), from exercising any rights and remedies under the Credit Agreement on account of an event of default under the Credit Agreement resulting from, among other things, the Existing Events of Default. The Credit Agreement Forbearance Agreement requires that by no later than Dec. 15, 2016, 21C and the Loans Guarantors enter into the Transaction Support Agreement. The Credit Agreement Forbearance Agreement also provides for significant additional restrictions, including further limiting the ability of 21C and certain of its subsidiaries to incur additional debt, pay dividends on or make distributions in respect of their equity interests or make other restricted payments or investments, make asset dispositions, incur liens or enter into or conduct affiliate transactions, and requiring 21C and certain of its subsidiaries to conduct their business only in the ordinary course. MDL Credit and Guarantee Agreement On Dec. 6, 2016, Medical Developers, LLC, a Florida limited liability company and indirect wholly owned subsidiary of the Company and certain of its affiliates, including the Company, the various lenders parties thereto and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent entered into a credit and guaranty agreement. The MDL Credit Agreement provides for a $20.0 million delayed draw term loan facility, with $10.0 million of such amount available for borrowing subject to the satisfaction of certain customary conditions precedent and with the remaining $10.0 million available for borrowing subject to the satisfaction of certain milestones. The proceeds of the Term Loan Facility will be used for working capital in accordance with a budget. The Borrower is required to pay certain recurring administration fees with respect to the MDL Credit Agreement. The MDL Credit Agreement contains customary representations and warranties, subject to limitations and exceptions, and significant covenants restricting the ability (subject to certain exceptions) of 21C and its subsidiaries (including the Borrower and its subsidiaries) to, among other things, incur additional indebtedness or any other obligations. The MDL Credit Agreement contains customary events of default, including with respect to nonpayment of principal, interest, fees or other amounts; material inaccuracy of a representation or warranty when made; failure to perform or observe covenants; cross default to other indebtedness; bankruptcy and insolvency events; inability to pay debts; monetary judgment defaults; actual or asserted invalidity or impairment of any definitive loan documentation and a change of control. Interest will accrue on the Term Loan Facility at a rate equal to 10.0% per annum, with an increase to 14.0% per annum on Jan. 15, 2017. Interest is payable in cash. The obligations of the Borrower under the MDL Credit Agreement are guaranteed by the Company, 21C and certain direct and indirect wholly owned domestic subsidiaries of 21C and are secured by substantially all of the assets of the Borrower, including a pledge of 65% of the voting stock of Medical Developers Cooperatief U.A., a Dutch subsidiary of the Borrower. The Term Loan Facility matures on Jan. 15, 2017. About 21st Century Fort Myers, Florida-based 21st Century Oncology Holdings, Inc. (NYSEMKT:ICC), formerly Radiation Therapy Services Holdings, Inc., is a physician-led provider of integrated cancer care (ICC) services. It operates an integrated network of cancer treatment centers and affiliated physicians in the world which, as of December 31, 2015, deployed approximately 947 community-based physicians in the fields of radiation oncology, medical oncology, breast, gynecological, general surgery and urology. As of December 31, 2015, the Company's physicians provided medical services at approximately 375 locations, including over 181 radiation therapy centers, of which 59 operated in partnership with health systems. Its cancer treatment centers in the United States are operated under the 21st Century Oncology brand. As of Sept. 30, 2016, 2st Century had $1.05 billion in total assets, $1.39 billion in total liabilities, $472.34 million in series A convertible redeemable preferred stock, $19.24 million in non-controlling interests - redeemable and a total deficit of $833.89 million. * * * As reported by the TCR on Nov. 4, 2016, S&P Global Ratings lowered its corporate credit rating on 21st Century Oncology Holdings Inc. to 'SD' from 'CCC' and removed the ratings from CreditWatch, where they were placed with negative implications on May 17, 2016. "The downgrade follows 21st Century's announcement that it failed to make the Nov. 1, 2016, interest payment on the 11.0% senior unsecured notes due 2023," said S&P Global Ratings credit analyst Matthew O'Neill. Given S&P's view of the company's debt level as unsustainable, and ongoing restructuring discussions, it do not expect a payment to be made within the grace period. 220 ADAMS RANCH ROAD: Priority Unsecureds To Get 100% in 5 Yrs. --------------------------------------------------------------- 220 Adams Ranch Road, LLC, filed with the U.S. Bankruptcy Court for the Central District of California a second amended disclosure statement describing the Debtor's plan of reorganization. Priority unsecured claims are impaired and entitled to vote under the Plan. These creditors will be paid monthly in full over five years with 0% interest. Payments shall be made in equal monthly amortizing installments beginning on the first day of each calendar month after the Effective Date. Alternatively, if any one of these classes does not vote to accept the Plan, then each claim in the class must be paid in full on, or as soon as practicable after, the Effective Date or the Plan cannot be confirmed. Funds will be contributed by manager John David Thomas, or a business entity designated by Mr. Thomas, to the Debtor. The Debtor has received $120,000 by this method prior to the Effective Date, and ongoing distributions will be made as necessary. The Disclosure Statement is available at: http://bankrupt.com/misc/cacb15-22727-83.pdf As reported by the Troubled Company Reporter on Oct. 3, 2016, the Debtor filed with the Court a first disclosure statement describing the Debtor's plan of reorganization. Under that plan, Class 3 Unsecured Impaired Claims was estimated to constitute approximately $813,236. Class 3 claimants would receive a payment of $50,000 to settle all claims as against the Debtor and Mr. Thomas. Headquartered in Los Angeles, California, 220 Adams Ranch Road, LLC, filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 15-22727) on Aug. 13, 2015. The petition was signed by John D. Thomas, manager. Judge Ernest M. Robles presides over the case. David G. Epstein, Esq., at The David Epstein Law Firm serves as the Debtor's bankruptcy counsel. 6D GLOBAL: Common Stock Delisted from NASDAQ -------------------------------------------- NASDAQ Stock Market LLC filed a Form 25 with the Securities and Exchange Commission notifying the removal from listing or registration of 6D Global Technologies, Inc.'s common stock on the Exchange. About 6D Global 6D Global Technologies, Inc., is a digital business solutions company serving the digital marketing and technology needs of organizations using enterprise-class technologies across the world. The Company's services include Web content management, Web analytics, marketing automation, mobile applications, business intelligence, marketing cloud and IT infrastructure staffing solutions. The Company operates through two segments: Content Management Systems (CMS) and Information Technology (IT) Staffing. CMS offers Web content management solutions, marketing cloud solutions, mobile applications, analytics, front-end user experience and design, and marketing automation. The IT Staffing segment provides contract and contract-to-hire IT professional staffing services. 6D Global Technologies, Inc., is based in New York, New York. The Company reported a net loss of $17.11 million on $12.79 million of revenues for the year ended Dec. 31, 2015, compared with a net income of $470,565 on $11.80 million of revenues in 2014. The Company's balance sheet at Dec. 31, 2015, showed $20.87 million in total assets, $21.09 million in total liabilities, $1.46 million in redeemable convertible preferred stock, and stockholders' equity of $1.67 million. SingerLewak LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and the Company is currently a defendant in several class action lawsuits with various shareholders. 7470 COMMERCIAL: Magnum HOA, Nixon to Be Paid from Sale Proceeds ---------------------------------------------------------------- 7470 Commercial Way Partners, LLC, filed a first amended disclosure statement on November 18, 2016, a blacklined copy of which is available at: http://bankrupt.com/misc/nvb16-15253-62.pdf Class 6 General Unsecured Claims, which total approximately $20,000, will be paid its pro rata share of any proceeds from the sale of the property in Henderson, Nevada, remaining after the satisfaction of the Allowed Administrative Claims, Priority Claims, and Claims in Classes 1-4. The First Amended Plan added two classes of secured claims -- Secured Claim of the Magnum HOA and Secured Claim of Pat Nixon. Secured claims will be paid on these terms: * Class 1 - Secured Claim of the Clark County Taxing Authority will be paid its full allowed claim amount from the proceeds of the sale of the property on the 90th day after the effective date in the approximate amount of $20,318. * Class 2 - Secured Claim of DKD Investments, LLC, will receive payment from the proceeds from the sale of the Property after the payment of allowed administrative claims and Class 1 claims. The amount of the Class 2 claim of DKD is approximately $$2,667,155. * Class 3 - Secured Claim of the Magnum HOA will receive payment from the proceeds from the sale of the Property after payment of allowed administrative claims and Class 1 and 2 claims. The amount of the Class 3 claim of the Magnum HOA is $2,937. * Class 4 - Secured Claim of Pat Nixon, a former business party, will receive payment from the proceeds from the sale of the Property, after the payment of allowed administrative claims and Class 1, 2 and 3 claims. Moreover, pursuant to the terms of the Nixon DOT, Nixon will only be entitled to receive proceeds from the sale of the Property if the Property sells for more than $2,750,000. If the Property sells for less than $2,750,000, Nixon will not receive any payment for his Allowed Class 4 claim. The amount of the Class 4 claim of Nixon is $400,000. About 7470 Commercial 7470 Commercial Way Partners, LLC, based in Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 16-15253) on September 26, 2016. The Hon. Bruce T. Beesley presides over the case. Samuel A. Schwartz, Esq., at Schwartz Flansburg PLLC, as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by David Suder, managing member. No official committee of unsecured creditors has been appointed in the case. ACCO BRANDS: Fitch Assigns BB Rating on $400MM Sr. Unsec. Notes --------------------------------------------------------------- Fitch Ratings has assigned a 'BB/RR4' rating to ACCO Brands Corporation's (ACCO) $400 million of eight-year senior unsecured notes. The notes, in combination with internally generated cash and incremental revolver borrowings, will be used to pay down the company's $500 million of senior unsecured notes due 2020. The proposed refinancing has a modestly positive impact on ACCO's credit profile, due to an improved maturity ladder and potentially lower interest expense due to the low rate environment. In addition, Fitch has assigned 'BB+/RR1' ratings to ACCO's new EUR300 million Term Loan A and AUD80 million Term Loan A. The EUR300 million Term Loan A will be used to finance ACCO's proposed $333 million acquisition of Esselte Group Holdings AB (Esselte), while the AUD80 million Term Loan A will be used to refinance ACCO's existing AUD Term Loan A. The drawdown on both Term Loans is contingent upon the successful closing of the Esselte acquisition, which was announced on Oct. 20, 2016. The Rating Outlook is Stable. KEY RATING DRIVERS Fitch's ratings on ACCO are predicated on the company's stable free cash flow (FCF) and ongoing debt paydown, but constrained by concerns regarding secular challenges and channel shifts within the company's merchandise mix, as well as the risk of further debt-financed acquisitions. The time management (calendars) and storage categories represent approximately 30% of ACCO's sales, and both categories have seen declines given ongoing shifts online. In addition, the office supply superstores, which currently represent 24% of ACCO's sales, have been losing share to other players including general merchants and online-only competitors. Limited Organic Growth Yields Tight Margin Management The office products industry is experiencing a slow secular decline due to the shift towards digital technologies. The growth of private label penetration in the industry has further pressured sales of branded products (including many of those in ACCO's portfolio). Finally, channel shift away from the traditional office products retailers and toward discounters and online-only players have forced vendors like ACCO to optimize channel management to maintain share. While ACCO benefits from its market leading position, with over 80% of sales generated from products ranked #1/#2 in their respective categories, the company has not been immune to industry challenges. To preserve and improve margin in the difficult operating environment, ACCO has maintained a tight focus on its cost structure and improved profitability despite negative or limited organic growth. Further, the company has been and is likely to continue exiting unprofitable business lines and relationships, such as the 2015 exit from the tablet accessories market. As a result of the company's efforts, EBITDA margins steadily increased from the upper single digits in 2008 to almost 12% by 2011. Then, through the highly accretive acquisition of MeadWestvaco Corporation's Consumer & Office Products division (Mead) in May 2012, margin growth accelerated even further to more than 15% in 2015. To mitigate ongoing sector pressure, Fitch expects the company will continue to actively manage its cost structure. Growth Through Acquisitions ACCO intends to be a leader in this consolidating industry. Fitch expects the company to focus on accretive acquisitions to reduce costs with a positive benefit to profitability and FCF. However, this will result in periodic increases in leverage. It partially addressed the move to faster-growing mass channels with the 2012 Mead acquisition. On Oct. 20, 2016, ACCO announced the proposed $333 million acquisition of Esselte, a predominantly Europe-focused office and related products manufacturer. The proposed acquisition would improve ACCO's geographical diversification (ACCO is primarily exposed to the U.S.) and provide synergy opportunities in duplicative costs (up to $23 million per management guidance), as well as some potential revenue synergies through cross-marketing the expanded product portfolio to the combined entity's sales teams. However, while the acquisition diversifies ACCO's geographic profile, the exposure to the challenged office products industry will not change significantly. In addition to Esselte, in the second quarter of 2016 (2Q16) ACCO announced the acquisition of the remaining 50% of Pelikan Artline Pty Limited, its joint venture (JV) company serving the Australia and New Zealand markets, as well as the buyout of a minority interest in a subsidiary of the JV. From a strategic standpoint, Fitch views the buyout as a modest positive, as it will give ACCO control over its Australian business and allow for cost synergies with existing operations. Strong Cash Flow and Improving Leverage ACCO has generated positive FCF every year since 2007, except for 2012, which was modestly negative after adjusting for approximately $78 million in transaction and refinancing fees related to the Mead acquisition. The company has an excellent track record in meeting its public FCF goals. ACCO generated $146.6 million FCF in 2015, and Fitch expects it to be flat at around $140 million in 2016, and around $150 million annually thereafter. Leverage, FCF, and margins have improved, supporting good liquidity and access to the capital markets despite secular challenges. Fitch views the company's focus on maintaining solid metrics and directing much of its FCF to debt reduction as positive for the rating. ACCO has demonstrated a strong track record in deleveraging since its strategic acquisition of Mead in 2012. Bank covenant leverage ratio was reduced from over 3.5x in 2012 to below 3x in 2015, and Fitch expects the company to continue directing a meaningful portion of its FCF to debt paydown, as further illustrated by the company's $78 million of term loan reduction in 3Q16. KEY ASSUMPTIONS -- Revenue is expected to increase 5% to $1.58 billion in 2016 as a result of the incremental $70 million in sales from the Australian JV purchase. Revenue for the existing ACCO business is expected to be flattish on a constant currency basis annually. Assuming the Esselte acquisition closes in January 2017, Fitch expects ACCO to add Esselte's full-year sales of $457 million, resulting in $2 billion total revenue in 2017; flattish revenue growth is assumed thereafter. -- EBITDA is expected to be in the $250 million range in 2016, as positive EBITDA from the Australian JV will be somewhat mitigated by the impact of the strong U.S. dollar on ACCO's operating results. EBITDA is expected to reach around $330 million in 2017 due to the incremental contribution from the Esselte acquisition and the realization of full- year impact from Pelikan Artline integration. -- FCF is expected to be around $140 million in 2016, in line with 2015 results, and grow toward $180 million thereafter due to the Esselte acquisition. FCF in 2016 is expected to be used to reduce existing debt balances. Absent further acquisitions, which ACCO could finance with a combination of FCF and debt, Fitch assumes that beginning 2017 FCF is used to repurchase shares and reduce debt, driving leverage from the low-3x range in 2016 to below 3x. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a positive rating action include: -- An upgrade beyond the 'BB' range is possible if the company makes acquisitions that change its business mix or model to one with less cyclical or higher growth prospects while maintaining leverage below 3x. However, an upgrade is not anticipated in the near term given existing business model issues. Future developments that may, individually or collectively, lead to a negative rating action include: -- Inability of the company to cut costs to offset the impact of declining sales and maintain current credit protection measures and cash flows. -- Sustained gross leverage at or above 4x, with FCF materially below expectations. -- A large debt-financed acquisition without a concrete plan to reduce debt meaningfully below 4x in the 24-month timeframe post a transaction could lead to a negative rating action. LIQUIDITY AND DEBT STRUCTURE ACCO had ample liquidity as of Sept. 30, 2016, composed of $101 million cash and cash equivalents and revolver availability. The company's debt includes borrowings under its $300 million revolver, term loans, and $500 million in unsecured notes. Annual term loan amortization on the company's U.S. and Australian term loans is manageable, with no significant maturities until 2020 (or 2022 assuming the $500 million notes are refinanced and the Esselte transaction closes successfully). Fitch has assigned Recovery Ratings (RRs) to the various debt tranches in accordance with criteria, which allows for the assignment of RRs for issuers with IDRs in the 'BB' category. Given the distance to default, RRs in the 'BB' category are not computed by bespoke analysis. Instead, they serve as a label to reflect an estimate of the risk of these instruments relative to other instruments in the entity's capital structure. Fitch assigned an 'RR1' to first lien secured debt, notching up one from the IDR, indicating outstanding recovery prospects (91%-100%) given default. The revolver, U.S. Term Loan A and Euro Term Loan A are secured by substantially all assets of ACCO while the AUD Term Loans are secured by substantially all assets of ACCO's Australian subsidiary, ACCO Brands Australia Holding Pty. Unsecured debt will typically achieve average recovery, and thus is assigned an 'RR4', or 31%-50% recovery. FULL LIST OF RATING ACTIONS Fitch has assigned these ratings: ACCO Brands Corporation -- EUR300 million five-year senior secured Euro Term Loan A 'BB+/RR1'; -- $400 million eight-year senior unsecured notes 'BB/RR4'. ACCO Brands Australia Holding Pty. -- AUD 80 million five-year AUD Term Loan A 'BB+/RR1'. Fitch currently rates ACCO as: ACCO Brands Corporation -- Long-Term Issuer Default Rating (IDR) 'BB'; -- $300 million senior secured revolving credit facility due April 2020 'BB+/RR1'; -- Senior secured US Term Loan A due April 2020 'BB+/RR1'; -- $500 million senior unsecured 6.75% notes due April 2020 'BB/RR4'. ACCO Brands Australia Holding Pty. -- AUD Term Loan A 'BB+/RR1'. The bank revolving credit facility, U.S. Term Loan A, Euro Term Loan A and the senior unsecured notes are guaranteed by domestic (mostly Delaware and Nevada) subsidiaries. Both of the AUD Term Loans are guaranteed by ACCO Brands Australia Holding Pty, a wholly owned subsidiary of ACCO Brands Corporation, and secured by substantially all assets of the subsidiary. The Rating Outlook is Stable. AGRIEURO CORP: Has $500,000 Loan Agreement with AJX Solution ------------------------------------------------------------ The Board of Directors of AgriEuro Corp. entered into a loan agreement with AJX Solution Ltd. Cyprus, a Cypriot corporation, whereby AJX agreed to provide loans to the Company by way of periodic advances during the next 12 months in an aggregate amount not to exceed US$500,000. The loans made to the Company by AJX will accrue interest at an annual rate of six percent per annum and will be due for repayment by the Company on the second anniversary date of the Loan Agreement. AJX, through a wholly-owned subsidiary, owns a total of 172 million shares of the Company's common stock, which represents 67.18% of the Company's total issued and outstanding shares of capital stock. About AgriEuro AgriEuro Corp., formerly Artex Corp., is engaged in the business of agriculture, aquaculture and hospitality. The Company holds interests in S.C. Piscicola Tour A.P. Periteasca S.R.L. (SRL). SRL's investments and assets are located in the country of Romania in the Periteasca - Leahova area, on the administrative territory of Murighiol locality, Tulcea County, between Black Sea, Grindul Lupilor and Lagoon Complex Razim - Sinoe. As of Sept. 30, 2016, AgriEuro had $4.30 million in total assets, $2.46 million in total liabilities and $1.84 million in total stockholders' equity. "As of September 30, 2016, the Company has a working capital deficit of approximately $1.78 million. The Company completed its winter reed harvest and has recorded 349,088 raw bundles effective March 31, 2016 a portion of which were subsequently cleaned, culled and prepared for initial sales commencing late May 2016. As of September 30, 2016 the Company has sold approximately 55% of its total expected saleable inventory and holds 18,972 saleable bundles in inventory as well as approximately 114,619 raw bundles for processing. The Company expects to burn its crop fields during the fourth quarter of fiscal 2016 and should have completed sale of the finished reed bundles by close of the fourth quarter as well. As of the date of these financial statements, the Company has not acquired automated harvesting equipment and is again relying on manual labor in order to harvest and produce its saleable reed crop in 2016. The result of not purchasing automated harvesting equipment is an approximate 85% reduction in potential yield while at the same time increasing costs due to the required use of manual labor. These factors raise substantial doubt about the Company's ability to continue as a going concern." ALI SABERIOON: Latest Plan to Pay Unsecured Creditors in Full ------------------------------------------------------------- Unsecured creditors of Ali Saberioon will receive full payment of their claims, according to the latest disclosure statement explaining his proposed plan to exit Chapter 11 protection. Under the plan, each holder of an allowed Class 6 unsecured claim will be paid in full, in cash, via pro-rata quarterly payments. Unsecured creditors will be paid from the Debtor's net disposable income, if any, with such payments commencing on the 60th day after the effective date of the plan and continuing through the 60th month. The Debtor will also pay unsecured creditors from the net proceeds of any avoidance actions and causes of action to be distributed quarterly, and from the sale of the Harness Creek property after payment in full of JP Morgan Chase Bank, Texas Capital Bank, and Green Bank, according to its latest disclosure statement filed on Nov. 17. A copy of the disclosure statement is available for free at https://is.gd/jSn3GD About Ali Saberioon Ali A. Saberioon is an individual residing in Houston, Harris County, Texas. He is a petroleum engineer, and has been successfully engaged in the oil and gas industry for over 30 years. The Debtor owns interests in several oil and gas companies, including Alvand Interests, LLC, Sabco Energy, LLC, Sabco Enterprises, Inc., Sabco Oil, LLC, Sabco, LLC, and Saberioon & Ramesh Holdings Company. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 15-35160). This case started when an involuntary petition under Chapter 7 of Title 11 of the U.S. Code was filed on Oct. 2, 2015. The original petitioning creditors include Green Bank, N.A., Texas Capital Bank, N.A., and Mostafa Alavi. The Bank of River Oaks later joined as a petitioning creditor. The Debtor was represented as an alleged debtor by Matthew Okin and George Nino of Okin & Adams, LLC. William West was appointed as an examiner after the Petition Date. An agreed court order on the motion for entry of and court order for relief was entered on May 5, 2016. Thereafter, the Debtor moved to convert the case to one under Chapter 11. On May 6, 2016, the Court entered its order converting the case to one under Chapter 11. The Debtor remains a debtor-in-possession. Kell C. Mercer, Esq., of Kell C. Mercer, P.C., represents the Debtor. ALICE LAVERNE WIMBISH: Unsecureds To Get $200 Over 60 Months ------------------------------------------------------------ Alice Laverne Wimbish filed with the U.S. Bankruptcy Court for the District of Maryland a first plan of reorganization, which will be funded from income the Debtor will realize from her employment with the U.S. Census Bureau, income from renting her properties at Sunfleck Road Property and the King George Way Property, and income from her part time teaching positions with UMUC, Prince George's County Community College, and ITT Educational. The Debtor is in deferment status with respect to her student loan debts, classified under the Plan as Class 9 - Unsecured student loan of the U.S. Department of Education in the amount of $24,111; Class 10 - Unsecured student loan claim of Access Group, Inc. in the amount of $3,438; Class 11 - Unsecured student loan claim of AES in the amount of $18,685; and Class 12 - Unsecured student loan claim of Navient in the amount of $328,658, and will remain so during the term of the Plan. Class 13 - Other unsecured claims will be paid $200 per month over 60 months. A full-text copy of the Disclosure Statement dated November 18, 2016, is available at: http://bankrupt.com/misc/mdb16-10861-65.pdf The bankruptcy case is Alice Laverne Wimbish, Case No. 16-10861 (Bankr. D. Md.), and is represented by Michael Patrick Coyle, Esq., at The Coyle Law Group LLC, in Columbia, Maryland. Ms. Wimbish holds a full-time job with the U.S. Bureau of Census Department and teaches part-time at several colleges and rents one of her properties. ALPHA NATURAL: Settlement With Contura, First Lien Lenders Okayed ----------------------------------------------------------------- Martin O'Sullivan, writing for Bankruptcy Law360, reported that U.S. Bankruptcy Judge Kevin Huennekens approved a settlement between Alpha Natural Resources Inc. and Contura Energy Inc., a company formed by Alpha's first-lien lenders, to resolve issues surrounding $100 million in potential liabilities uncovered after Alpha's Chapter 11 plan was approved. Pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure, the Reorganized Debtors asked the Court to enter an order: (a) approving a settlement agreement dated as of November 3, 2016, among (i) ANR, on behalf of itself and all Reorganized Debtors, (ii) Old ANR, Inc., on behalf of itself and as Sellers' Representative on behalf of the Sellers under a Stalking Horse APA, and (iii) Contura, on behalf of itself and its subsidiaries; (b) approving a settlement between and among (i) ANR and (ii) Citicorp North America, Inc., in its capacity as administrative agent and collateral agent under the First Lien Credit Agreement, on behalf of the lenders party to the First Lien Credit Agreement or their successors or assigns as of the Distribution Record Date; and (c) authorizing the Reorganized Debtors to enter into and perform under the Contura Settlement Agreement and the First Lien Settlement Agreement. In seeking approval of the Settlements, the Reorganized Debtors explained that their confirmed Plan, the Confirmation Order, the Stalking Horse APA and related documents identify the treatment of various prepetition and postpetition obligations of the Debtors' Estates. During the course of the Reorganized Debtors' efforts to implement the Plan and the Stalking Horse APA following the Effective Date, the Reorganized Debtors identified certain obligations that (a) relate to the assets sold to Contura and (b) as far as the Reorganized Debtors can determine, were not accounted for in the projections attached to the Disclosure Statement for either the Reorganized Debtors or Contura and were not included in the Plan reserves established by the Debtors and approved by an order of the Court, consistent with Section V.J of the Plan. The Reorganized Debtors estimate that the total amount of these unaccounted-for obligations could approach $100 million. The First Lien Lenders, Contura and the Reorganized Debtors disputed responsibility for these obligations. Based on the Reorganized Debtors' review, these Liabilities consist of: (a) Approximately $44.7 million in potential prepetition and postpetition tax obligations to various taxing authorities, including federal coal excise taxes and black lung taxes, real and personal property taxes and production and severance taxes relating to facilities and operations now owned by Contura; (b) Approximately $15.8 million in accrued payroll and benefits obligations (including payroll, state and federal income tax, FICA tax, employee insurance and severance pay) for the final pay period prior to the Effective Date with respect to employees of the Debtors who became Contura employees as of the Closing; (c) Approximately $9.7 million in trade payables relating to operations now owned by Contura; and (d) Approximately $4.8 million in royalty obligations relating to operations now owned by Contura. The total aggregate amount of these Liabilities, excluding the Working Capital Adjustment and the Contura Royalty Payments and in each case subject to reconciliation, totals approximately $75.0 million. Of this amount, since the Effective Date, the Reorganized Debtors have paid approximately $36.7 million from their operating cash. Following extensive negotiations, the First Lien Agent, Contura and the Reorganized Debtors have agreed to an appropriate treatment of these obligations by which Contura and the Reorganized Debtors will share the burden of satisfying these liabilities (to the extent valid) from agreed funding sources. In addition, Contura and the Reorganized Debtors have agreed to resolve certain other issues relating to the NewCo Asset Sale. The Settlements resulting from these negotiations will allow the Reorganized Debtors to continue to implement the Plan without interruption and avoid potentially costly and protracted litigation with an uncertain result. Most importantly, the Reorganized Debtors believe that, even after accounting for their contribution to this settlement, their overall financial position will not be adversely affected as compared to the financial projections previously presented to the Court in the Disclosure Statement, and the Reorganized Debtors will retain the ability to complete the implementation of the Plan. Pursuant to the Settlements, Contura will make substantial contributions and concessions for the benefit of the Reorganized Debtors totaling at least approximately $41.6 million, including: (a) the $18.8 million Working Capital Adjustment Waiver; (b) the agreement that the estimated $14.0 million Virginia Tax Credit is an asset of the Reorganized Debtors (and not a Purchased Asset of Contura under the Stalking Horse APA); (c) Contura's waiver of any right to seek reimbursement for the approximately $3.8 million in Contura Royalty Payments; (d) Contura's assumption of the approximately $3.3 million in Subsidence Expenses; and (e) the $1.7 million Contura Cash Contribution to be made to the Reorganized Debtors. The First Lien Lenders will also make substantial concessions for the benefit of the Reorganized Debtors in the form of the $25 million Distribution Cash Reimbursement to the Reorganized Debtors. As a result of (a) the contributions and concessions of Contura and the First Lien Lenders, (b) the Reorganized Debtors' progress and anticipated progress against the Distribution Cash Reserve and (c) improvements and projected improvements in the Reorganized Debtors' businesses, the Reorganized Debtors believe, based upon their preliminary 2017 business plan forecast, that with the Settlements they can: (i) maintain capital expenditures that exceed the amounts anticipated in the Projections and are required to sustain production at or near the levels reflected in the Projections; (ii) continue business operations; (iii) fulfill obligations under the Resolution of Reclamation Obligations; (iv) fulfill all requirements for Plan Distributions; and (v) meet business obligations in a manner that puts them, by the end of 2017, in substantially the same cash position that was contemplated by the Projections. For example, the Projections indicate that the Reorganized Debtors would end 2017 with $20 million of operating cash and approximately $25 million of remaining Contingent Credit Support from Contura. With the Settlements, and using conservative assumptions for revenues and capital expenditures, the Reorganized Debtors project that they will end 2017 with at least $20 million of operating cash and more than $23 million in remaining Contingent Credit Support from Contura. This is largely due to (a) the Reorganized Debtors' identification of approximately $25 million of unprojected income, including security deposits and tax credits that the Reorganized Debtors expect to be returned by the end of 2017; and (b) market conditions that have improved beyond the conditions assumed in the Projections, the benefits of which are anticipated to be fully realized in 2017. About Alpha Natural Resources Headquartered in Bristol, Virginia, Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of August 2015, Alpha had 8,000 full time employees across many different states, with UMWA representing 1,000 of the employees. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petitions were signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the cases. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural Resources Inc. to serve on the official committee of unsecured creditors. Dennis F. Dunne, Esq., Evan R. Fleck, Esq., and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M. Terry, Jr., Esq. at Sands Anderson PC, represent the Committee. Alpha Natural Resources on July 7, 2016, said its plan of reorganization has been confirmed by the Bankruptcy Court. On July 26, Alpha Natural Resources and its affiliates emerged from Chapter 11 bankruptcy protection. The reorganized company is a smaller, privately held company operating 18 mines and eight preparation plants in West Virginia and Kentucky. ALTA MESA: Board OKs Elective Employer Contribution for Executives ------------------------------------------------------------------ The Board of Directors of Alta Mesa Holdings GP, LLC, the general partner of Alta Mesa Holdings, LP, authorized an Elective Employer Contribution (as defined in the Supplemental Executive Retirement Plan) for the Company's named executive officers. The Elective Employer Contribution for Harlan H. Chappelle, president and chief executive officer, Michael E. Ellis, vice president of engineering and chief operating officer and Michael A. McCabe, vice president and chief financial officer, was made effective Jan. 1, 2017, with contribution amounts of $1,375,000, $875,000, and $750,000, respectively, and will vest as follows: Vesting Date Vested Percentage Total Vesting ------------ ----------------- ------------- December 31, 2017 20% 20% December 31, 2018 20% 40% December 31, 2019 20% 60% December 31, 2020 20% 80% December 31, 2021 20% 100% The Elective Employer Contribution for Homer "Gene" Cole, vice president and chief technical officer, and Frank David Murrell, vice president of Land and Business Development, was made effective as of the Contribution Date with contribution amounts of $500,000 and $300,000, respectively, and will vest as follows: Vesting Date Vested Percentage Total Vesting ------------ ----------------- ------------- December 31, 2017 0% 0% December 31, 2018 25% 25% December 31, 2019 25% 50% December 31, 2020 25% 75% December 31, 2021 25% 100% The contribution amount will be paid to each of the recipients in a single lump sum distribution within 60 days following the fifth anniversary of the Contribution Date, provided that the recipient has been continuously employed by the Company. In the event of a termination in employment other than as a result of death or disability, the recipient will receive the vested portion of the contribution amount within 60 days of such termination. A recipient will receive 100% of the contribution amount within 60 days of an event of death or disability regardless of vesting. In the event that a recipient is terminated other than for cause within 18 months of a change in control, the entire contribution amount will become fully vested and payable to the recipient. On Dec. 5, 2016, the Board approved discretionary cash bonuses for Mr. Ellis, Mr. McCabe, Mr. Cole, and Mr. Murrell for the year ended Dec. 31, 2015. As of the filing of the Annual Report, bonuses for the named executive officers had not been determined and, therefore, were omitted from the Summary Compensation Table included in the Annual Report. Pursuant to Item 5.02(f) of Form 8-K, the bonus awards for the named executive officers for the year ended Dec. 31, 2015, are set forth below together with the other compensation previously reported, and the new total compensation amounts. Name and Principal Position Year Salary Bonus --------------------------- ---- ------ ----- Harlan H. Chappelle 2015 $485,000 $- President, Chief Executive Officer Michael E. Ellis 2015 $485,000 $300,000 Chief Operating Officer, Vice President of Engineering and Chairman of the Board Michael A. McCabe 2015 $435,000 $300,000 Vice President, Chief Financial Officer Homer "Gene" Cole 2015 $300,000 $250,000 Vice President, Chief Technical Officer Frank David Murrell 2015 $360,000 $175,000 Vice President of Land and Business Development A full-text copy of the Form 8-K regulatory filing is available for free at https://is.gd/olA8sI About Alta Mesa Headquartered in Houston, Texas, Alta Mesa is a privately held company engaged primarily in onshore oil and natural gas acquisition, exploitation, exploration and production whose focus is to maximize the profitability of its assets in a safe and environmentally sound manner. The Company seeks to maintain a portfolio of lower risk properties in plays with known resources where the Company identifies a large inventory of lower risk drilling, development, and enhanced recovery and exploitation opportunities. The Company maximizes the profitability of its assets by focusing on sound engineering, enhanced geological techniques including 3-D seismic analysis, and proven drilling, stimulation, completion, and production methods. As of Sept. 30, 2016, Alta Mesa had $780.1 million in total assets, $1.07 billion in total liabilities and a partners' deficit of $298.0 million. Alta Mesa reported a net loss of $131.8 million for the year ended Dec. 31, 2015, following net income of $99.20 million for the year ended Dec. 31, 2014. * * * As reported by the TCR on Dec. 2, 2016, Moody's Investors Service placed Alta Mesa Holdings' 'Caa2' Corporate Family Rating (CFR) and 'Caa2-PD' Probability of Default Rating (PDR) under review for upgrade and assigned a 'Caa1' rating to the proposed offering of $450 million of senior unsecured notes. In December 2016, S&P Global Ratings said that it raised its corporate credit rating on Houston-based oil and gas E&P company Alta Mesa Holdings to 'B-' from 'CCC+'. "The upgrade follows Alta Mesa's announcement that it used the proceeds from a recent preferred equity issuance to pay down its second-lien debt and repay part of the revolving credit facility," said S&P Global Ratings' credit analyst Daniel Krauss. ALTA MESA: Closes Private Offering of $500M Senior Notes Due 2024 ----------------------------------------------------------------- Alta Mesa Holdings, LP and its wholly-owned subsidiary, Alta Mesa Finance Services Corp., have closed their private offering to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as amended of $500 million in aggregate principal amount of 7.875% senior unsecured notes due 2024. The Notes will mature on Dec. 15, 2024, unless redeemed in accordance with their terms prior to that date. The Notes are guaranteed on a senior unsecured basis by certain of Alta Mesa's subsidiaries, and may be guaranteed by certain future subsidiaries. Interest on the Notes is payable semi-annually. The net proceeds of the offering, after deducting initial purchasers' discounts and estimated offering expenses, were approximately $491 million. The Company intends to use the net proceeds of the offering to fund the purchase of tendered and accepted 9.625% senior notes due 2018 in the tender offer that expired at 5:00 p.m., New York City time, on Dec. 7, 2016, and the redemption of any 2018 Notes remaining after consummation of the Tender Offer, with remaining net proceeds to repay a portion of outstanding indebtedness under the Company's senior secured revolving credit facility. The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. About Alta Mesa Headquartered in Houston, Texas, Alta Mesa is a privately held company engaged primarily in onshore oil and natural gas acquisition, exploitation, exploration and production whose focus is to maximize the profitability of its assets in a safe and environmentally sound manner. The Company seeks to maintain a portfolio of lower risk properties in plays with known resources where the Company identifies a large inventory of lower risk drilling, development, and enhanced recovery and exploitation opportunities. The Company maximizes the profitability of its assets by focusing on sound engineering, enhanced geological techniques including 3-D seismic analysis, and proven drilling, stimulation, completion, and production methods. As of Sept. 30, 2016, Alta Mesa had $780.1 million in total assets, $1.07 billion in total liabilities and a partners' deficit of $298.0 million. Alta Mesa reported a net loss of $131.8 million for the year ended Dec. 31, 2015, following net income of $99.20 million for the year ended Dec. 31, 2014. * * * As reported by the TCR on Dec. 2, 2016, Moody's Investors Service placed Alta Mesa Holdings' 'Caa2' Corporate Family Rating (CFR) and 'Caa2-PD' Probability of Default Rating (PDR) under review for upgrade and assigned a 'Caa1' rating to the proposed offering of $450 million of senior unsecured notes. In December 2016, S&P Global Ratings said that it raised its corporate credit rating on Houston-based oil and gas E&P company Alta Mesa Holdings to 'B-' from 'CCC+'. "The upgrade follows Alta Mesa's announcement that it used the proceeds from a recent preferred equity issuance to pay down its second-lien debt and repay part of the revolving credit facility," said S&P Global Ratings' credit analyst Daniel Krauss. ALTA MESA: Completes Tender Offer for 9.625% Senior Notes Due 2018 ------------------------------------------------------------------ Alta Mesa Holdings, LP, announced that its tender offer to purchase any and all of the outstanding 9.625% senior notes due 2018 (CUSIP No. 021332 AC5) issued by Alta Mesa and Alta Mesa Finance Services Corp., co-issuer of the Notes, expired at 5:00 p.m., New York City time, on Dec. 7, 2016. As of the Expiration Time, approximately $379 million of the $450 million aggregate principal amount of Notes, or 84.14% of the aggregate principal amount outstanding, had been validly tendered and not withdrawn, which excludes approximately $4.6 million aggregate principal amount of Notes that remain subject to guaranteed delivery procedures. The complete terms and conditions of the tender offer were set forth in an Offer to Purchase that was made available to holders of the Notes. In accordance with the terms of the Offer to Purchase, the Company made a cash payment to all holders who validly tendered their Notes in the tender offer of $1,006.50 per $1,000 principal amount of Notes tendered plus accrued and unpaid interest from the last interest payment date to, but not including, the payment date of Dec. 8, 2016. With respect to Notes that will be accepted for purchase that were tendered and will be subsequently delivered in accordance with the guaranteed delivery procedures, such tendering holders will receive payment of the tender offer consideration for such accepted notes on Dec. 12, 2016, plus accrued and unpaid interest thereon to, but not including, the Payment Date. The Company funded the payment for tendered and accepted Notes with the net proceeds from its previously announced issuance and sale of $500,000,000 aggregate principal amount of its 7.875% Senior Notes due 2024. The Company has given notice to redeem all remaining Notes that were not validly tendered in the tender offer on Jan. 7, 2017, at a price of par plus accrued interest. About Alta Mesa Headquartered in Houston, Texas, Alta Mesa is a privately held company engaged primarily in onshore oil and natural gas acquisition, exploitation, exploration and production whose focus is to maximize the profitability of its assets in a safe and environmentally sound manner. The Company seeks to maintain a portfolio of lower risk properties in plays with known resources where the Company identifies a large inventory of lower risk drilling, development, and enhanced recovery and exploitation opportunities. The Company maximizes the profitability of its assets by focusing on sound engineering, enhanced geological techniques including 3-D seismic analysis, and proven drilling, stimulation, completion, and production methods. As of Sept. 30, 2016, Alta Mesa had $780.1 million in total assets, $1.07 billion in total liabilities and a partners' deficit of $298.0 million. Alta Mesa reported a net loss of $131.8 million for the year ended Dec. 31, 2015, following net income of $99.20 million for the year ended Dec. 31, 2014. * * * As reported by the TCR on Dec. 2, 2016, Moody's Investors Service placed Alta Mesa Holdings' 'Caa2' Corporate Family Rating (CFR) and 'Caa2-PD' Probability of Default Rating (PDR) under review for upgrade and assigned a 'Caa1' rating to the proposed offering of $450 million of senior unsecured notes. In December 2016, S&P Global Ratings said that it raised its corporate credit rating on Houston-based oil and gas E&P company Alta Mesa Holdings to 'B-' from 'CCC+'. "The upgrade follows Alta Mesa's announcement that it used the proceeds from a recent preferred equity issuance to pay down its second-lien debt and repay part of the revolving credit facility," said S&P Global Ratings' credit analyst Daniel Krauss. AMERICAN APPAREL: Case Law Bars 2nd Ch.11 Filing, Trustee Says -------------------------------------------------------------- The litigation trustee appointed as part of American Apparel's 2015 bankruptcy case is asking the Delaware bankruptcy court to dismiss the Debtors' 2016 Chapter 11 cases, saying case law bars the Debtors from having simultaneous bankruptcy proceedings that affects the same debt. The Litigation Trustee recounts that over the course of four months ending in February 2016, American Apparel swiftly restructured under chapter 11, wiping more than $230 million in secured claims off of its balance sheet and paving the way for more than $80 million in exit financing. Achieving this substantial debt relief would have been decidedly more challenging had American Apparel's unsecured creditors not agreed to accept $2.5 million in cash (to be paid in two $1.25 million installments) plus interests in certain litigation proceeds in exchange for the settlement of their unsecured claims, which totaled at least $105 million. The Litigation Trustee says the consensual restructuring transactions by and among American Apparel and its unsecured creditors in the 2015 chapter 11 case were memorialized in a heavily negotiated plan of reorganization that the Bankruptcy Court confirmed in January 2016. In exchange for the distributions to unsecured creditors provided for in the Plan, the Reorganized Debtors and others, including secured creditors, received substantial benefits, including releases. More than nine months have elapsed since then. According to the Litigation Trustee, during that time, Reorganized American Apparel has received, among other things, approximately $122 million in post-emergence funding, which is $42 million more than the minimum provided under the Plan. Meanwhile, unsecured creditors have received $0.00 on account of the Support Payment for general unsecured creditors, and at least $1.25 million was required to be distributed in August 2016. Recently the Bankruptcy Court aimed to alleviate this inequity and honor the bargained for agreement memorialized in the confirmed Plan by ordering Reorganized American Apparel to transfer $1.25 million to the Litigation Trustee so as to ensure that unsecured creditors will receive the benefit of their bargain. Since entry of that order, less than one month ago on November 10, 2016, Reorganized American Apparel filed its second chapter 11 bankruptcy case. Nowhere in the filings before the Bankruptcy Court is there any indication that Reorganized American Apparel will in fact make the $1.25 million payment that the Court has twice ordered. Instead of paying this amount -- which represents half of the $2.5 million GUC Support Payment to which unsecured creditors -- agreed in exchange for their more than $105 million in claims, Reorganized American Apparel has listed this amount as an unsecured claim in the 2016 Case. The Litigation Trustee reminds the Court that it previously has has held that if there is debt due and owing under a plan confirmed in a pending bankruptcy case, then a debtor from that case may not commence a second simultaneous case that affects the outstanding debt. The Litigation Trustee points to In re Delaware Valley Broadcasters Ltd. Partnership, 166 BR. 36 (Bankr. D. Del. 1994). In Delaware Valley, a chapter 11 debtor obtained an order of this Court confirming its plan of reorganization on May 1, 1989. That debtor's plan provided, among other things, that (i) payments be made in satisfaction of the $3.72 million secured claim held by certain creditors; and (ii) that the Court retained jurisdiction to enforce the plan. Following confirmation, the debtor did not make any of the required payments to those creditors. On August 24, 1993, the debtor filed a second chapter 11 case in the Eastern District of Pennsylvania in which the debtor sought to obtain approval of a distribution scheme that would provide the same creditors with a secured claim in the amount of $662,406. Those creditors, who still had not received any payments on account of their $3.7 million claim allowed under the plan, accordingly moved to dismiss the second case, asserting that "simultaneous Chapter 11 cases cannot be maintained." Delaware Valley countered that the first chapter 11 case had concluded and, therefore the second case constituted a permissible "serial" chapter 11 filing. The Court disagreed, finding the first chapter 11 case had not concluded, because plan distributions had not occurred, "no final decree has been entered, the case remains open on the docket, numerous pleadings pertaining to matters significant to the case have been filed postconfirmation, and [d]ebtor's second filing comprises much of the same debt as the first." Furthermore, the Court concluded that, "[i]f a debtor-in-possession is permitted to file subsequent cases without substantial consummation, each subsequent case will result in diminished treatment for the same debt." According to the Litigation Trustee, just like in Delaware Valley, no distributions to General Unsecured Claim Holders have been made in American Apparel's case, multiple professionals have not received payments on account of Allowed Claims, numerous pleadings have been filed on the docket for the 2015 Case since the Plan was confirmed, and a final decree has not been filed in that case. The Litigation Trustee also points out that the 2016 Case seeks to abrogate the bargained for rights of General Unsecured Claim Holders to receive distributions from the GUC Support Payment in contravention of both the Plan and the Enforcement Order entered in the 2015 Case. American Apparel's 2016 Case plainly seeks to accomplish what Delaware Valley expressly prohibited: the filing of simultaneous chapter 11 cases that have the effect of diminishing (or as may be the case here, fully eliminating) the bargained for returns in a prior chapter 11 filing. The Litigation Trustee also notes that the filing of the 2016 Case is particularly egregious because it would permit the 2016 Debtors and the Committee of Lead Lenders to retain the numerous benefits they received from the 2015 Case, which included broad sweeping releases and the reduction of significant secured and unsecured debt, without living up to their end of the bargain vis-a-vis unsecured creditors. The Litigation Trustee reminds the Court that the unsecured creditors have already obtained two Court orders within one year to obtain their due and owing bargained-for Plan benefits and yet, have received nothing on account of the GUC Support Payment. A hearing on the Motion to Dismiss is set for Jan. 19, 2017. Objections are due Dec. 22. About American Apparel, LLC American Apparel Inc. is one of the largest apparel manufacturers in North America, employing 4,700 employees across 3 active manufacturing facilities, one distribution facility and approximately 110 retail stores in the United States. American Apparel and its affiliates filed for chapter 11 protection in October 2015, confirmed a fully consensual plan of reorganization in January 2016, and substantially consummated that plan on Feb. 5, 2016. Unfortunately, the business turnaround plan upon which the Debtors' plan of reorganization was premised failed. American Apparel LLC, along with five of its affiliates, again sought bankruptcy protection (Bankr. D. Del. Lead Case No. 16-12551) on Nov. 14, 2016, with a deal to sell the assets. The petitions were signed by Bennett L. Nussbaum, chief financial officer. As of the bankruptcy filing, the Debtors estimated assets and liabilities in the range of $100 million to $500 million each. As of the Petition Date, the Debtors had outstanding debt in the aggregate principal amount of approximately $215 million under their prepetition credit facility. Additionally, the Debtors have guaranteed one of its United Kingdom subsidiaries' obligations under a $15 million unsecured note due Oct. 15, 2020, court document shows. The Debtors have hired Laura Davis Jones, Esq. and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel; Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J. Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group, LLC as financial advisors; Houlihan Lokey as investment banker; and Prime Clerk LLC, as claims and noticing agent. An Official Committee of Unsecured Creditors is represented by lawyers at Bayard P.A. and Cooley LLP. AMERICAN APPAREL: Standard General Counters Committee Objection --------------------------------------------------------------- Standard General L.P. and certain of its affiliated entities filed with the Bankruptcy Court a reply to the limited objection lodged by the Official Committee of Unsecured Creditors of American Apparel, LLC, et al., to the Debtors' request to obtain DIP financing. Standard General says its reply seeks to (1) clarify the record regarding Standard General's lack of involvement in the events and decisions leading to the Debtors' second bankruptcy filing; and (2) oppose the Committee's requested modifications to the proposed Final DIP Order to the extent they would (a) carve out unencumbered assets from the Adequate Protection Liens and Adequate Protection Priority Claims; and (b) allocate certain costs and expenses of these chapter 11 cases to Standard General's collateral. Standard General wishes to make clear that there is no basis to impute to Standard General any of the Committee's contentions and allegations regarding the actions and potential liability of the Prepetition Secured Parties who controlled the Debtors. Standard General relates that since the Debtors' emergence from bankruptcy last February, the Lender Committee members have controlled the board of American Apparel and the vast amount of the Company's equity, and they have directed the Company's business strategy and day-to-day decision-making. Standard General says it does not have a representative on the Company's board and for quite some time has been at odds with the Lender Committee regarding the Company's business strategy, particularly its failure to control costs and its continued incurrence of debt during the spiral into this second bankruptcy. Indeed, Standard General did not participate in the Post-Emergence Financing and remains in a dispute with the Lender Committee regarding the validity and priority of the liens granted in connection with such financing. Standard General also says it was not even invited to participate in the early tranches of Post-Emergence Financing and was only invited to participate in certain later tranches if it agreed to waive claims against the Lender Committee members and ratify the purported lien priority of the prior tranches. Standard General says it is the largest unsecured creditor in this case based on (1) the Debtors' guarantee of a $15 million loan that Standard General made to American Apparel (Carnaby) Limited, a foreign affiliate of the Debtors that is currently in administration in the United Kingdom; and (2) Standard General's position as the largest unsecured creditor from the Company's first bankruptcy. Standard General says it still has not received its share of the payment that was due to the unsecured creditors in the prior bankruptcy cases. In its limited objection, the Committee seeks to limit the grant of Adequate Protection Liens and Adequate Protection Priority Claims so that they do not extend to previously unencumbered assets. The Committee argues for this limitation by stating that the prepetition Secured Parties have not offered "proof of the declining collateral value." According to Standard General, the Committee's argument strains credibility, given that the Debtors already have admitted that they "are burning cash at a rate of $1 million to $2 million a week in order to keep their operations running to preserve going concern value leading up to the Auction," and the DIP Budget demonstrates negative cash flow every week through the closing of the proposed sale. This weekly cash burn also undermines the Committee's contention that the Prepetition Secured Parties are adequately protected by the "quick timeframe" of the proposed sale process. Standard General contends that adequate protection liens may apply to any assets, without distinguishing between those encumbered or unencumbered, and should extend to unencumbered assets when necessary to ensure that secured lenders are adequately protected. Thus, there is no basis to carve unencumbered assets out of the Adequate Protection Liens and Adequate Protection Priority Claims. The Committee argues that the Debtors' rights under section 506(c) of the Bankruptcy Code to surcharge the Prepetition Secured Parties' collateral for expenses associated with the preservation and disposition of such collateral should not be waived, and that the proceeds of such collateral "must be made available to pay the costs and expenses of preserving and disposing of their collateral -- specifically those known administrative expense claims that include 'stub' rent for November 2016 and those claims pursuant to section 503(b)(9) of the Bankruptcy Code." Standard General does not believe that any surcharge of collateral is appropriate in these cases. Secured lenders often request and obtain waivers of surcharges under Section 506(c) of the Bankruptcy Code from debtors. A waiver, Standard General says, is necessary because section 506(c) does not limit the amount that may be surcharged against the Prepetition Collateral. In this case, the Prepetition Secured Parties are willing to agree to the DIP priming liens on the Prepetition Collateral and continued use of cash collateral. To balance the equities, the Debtors' waivers of section 506(c) are appropriate. Even if the Court were to determine otherwise, any expenses charged to collateral should relate specifically to the collateral being surcharged. Standard General says it would make little sense to surcharge the Debtors' intellectual property with the costs of "stub rent" and section 503(b)(9) claims that relate to the delivery of raw materials or inventory. However, the Court need not address this issue at this time, as Standard General agrees with the Committee that the allocation of expenses with respect to the sale of Prepetition Collateral should be determined at a later date. Counsel to Standard General L.P.: Edmon L. Morton, Esq. Joseph M. Barry, Esq. Rodney Square YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: emorton@ycst.com jbarry@ycst.com - and - M. Natasha Labovitz, Esq. Shannon Rose Selden, Esq. Craig Bruens, Esq. Erica S. Weisgerber, Esq. DEBEVOISE & PLIMPTON LLP 919 Third Avenue New York, New York 10022 Tel: (212) 909-6000 Fax: (212) 909-6836 About American Apparel, LLC American Apparel Inc. is one of the largest apparel manufacturers in North America, employing 4,700 employees across 3 active manufacturing facilities, one distribution facility and approximately 110 retail stores in the United States. American Apparel and its affiliates filed for chapter 11 protection in October 2015, confirmed a fully consensual plan of reorganization in January 2016, and substantially consummated that plan on Feb. 5, 2016. Unfortunately, the business turnaround plan upon which the Debtors' plan of reorganization was premised failed. American Apparel LLC, along with five of its affiliates, again sought bankruptcy protection (Bankr. D. Del. Lead Case No. 16-12551) on Nov. 14, 2016, with a deal to sell the assets. The petitions were signed by Bennett L. Nussbaum, chief financial officer. As of the bankruptcy filing, the Debtors estimated assets and liabilities in the range of $100 million to $500 million each. As of the Petition Date, the Debtors had outstanding debt in the aggregate principal amount of approximately $215 million under their prepetition credit facility. Additionally, the Debtors have guaranteed one of its United Kingdom subsidiaries' obligations under a $15 million unsecured note due Oct. 15, 2020, court document shows. The Debtors have hired Laura Davis Jones, Esq. and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel; Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J. Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group, LLC as financial advisors; Houlihan Lokey as investment banker; and Prime Clerk LLC, as claims and noticing agent. An Official Committee of Unsecured Creditors is represented by lawyers at Bayard P.A. and Cooley LLP. AMSURG CORP: Moody's Confirms B3 Rating on $1.1BB Senior Notes -------------------------------------------------------------- Moody's Investors Service confirmed the B3 rating on AmSurg Corporation's $1.1 billion 5.625% senior notes due 2022 that were assumed at the completion of its merger by Envision Healthcare Corporation. Moody's also affirmed ratings on Envision's Corporate Family Rating at B1, Probability of Default Rating at B1-PD, senior secured term loan at Ba3 (LGD 3), senior unsecured notes at B3 (LGD 5), and Speculative Grade Liquidity Rating at SGL-1. The outlook is positive. The merger between Envision and AmSurg closed on Dec. 1, 2016. The conclusion of the review on the aforementioned instrument rating reflects Envision's assumption of the AmSurg unsecured notes due 2022. Therefore, Moody's has withdrawn all remaining ratings on AmSurg. This is a summary of Moody's ratings actions: Ratings confirmed: AmSurg Corporation (assumed by Envision Healthcare Corporation): Guaranteed senior unsecured notes due 2022 at B3 (LGD 5) Ratings affirmed: Envision Healthcare Corporation: Corporate Family Rating at B1 Probability of Default Rating at B1-PD Senior secured first lien term loan due 2023 at Ba3 (LGD 3) Senior unsecured notes due 2022 at B3 (LGD 5) Senior unsecured notes due 2024 at B3 (LGD 5) Speculative Grade Rating at SGL-1 The outlook is positive. Ratings withdrawn: AmSurg Corporation: Corporate Family Rating at B1 Probability of Default at B1-PD Senior secured revolving credit facility expiring 2019 at Ba2 (LGD 2) Senior secured term loan due 2021 at Ba2 (LGD 2) Gtd senior unsecured notes due 2020 at B3 (LGD 5) Speculative Grade Liquidity Rating at SGL-2 RATINGS RATIONALE The B1 Corporate Family Rating reflects the significant integration risk that Envision will face upon consummating its transformational AmSurg merger. It also reflects Moody's expectation that adjusted debt to EBITDA will remain relatively high around 4.5 times in the near-term. Furthermore, Moody's expects that free cash flow will be used to fund the company's aggressive acquisition strategy in lieu of debt repayment. In addition, the high level of reliance on government reimbursement programs remains an ongoing concern. The rating is supported by Envision's considerable scale, which will nearly double in size following the AmSurg merger. Further, the rating is also supported by the combined firm's strong geographic and product diversification in its three segments -- physician staffing, medical transport and ambulatory surgery centers. These segments are all otherwise very fragmented among other providers. The rating also incorporates Envision's low capital requirements. Lastly, the rating reflects the potential for Envision to benefit from significant synergies. The positive outlook reflects Moody's expectation that earnings growth will support improved free cash flow and reduced leverage. Moody's expects large acquisitions to be funded with a combination of debt and equity. The company's SGL-1 rating reflects its strong cash generation ability, good existing cash balance, and access to a sizeable $850 million ABL revolver (not rated) expiring in 2021. Moody's could upgrade the ratings if the company is able to effectively integrate its AmSurg merger, while continuing to demonstrate improvement in its credit metrics. Specifically, an upgrade would require debt to EBITDA to approach 4.0 times. Moody's could downgrade the ratings if operating performance deteriorates, or if Moody's expects reimbursement rates to materially decline. Ratings could also be downgraded if Moody's expects Envision's debt to EBITDA to rise above 5.0 times. Furthermore, a significant debt financed acquisition could result in a ratings downgrade. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. With a dual headquarters in Nashville, TN and Greenwood Village, CO, Envision Healthcare Corporation is a leading provider of emergency medical services in the U.S. Following its merger with AmSurg, Envision will operate an extensive emergency department, hospital, anesthesiology, radiology, and neonatology physician outsourcing segment. The company will also be a leading provider of medical transport in the U.S. and operate 258 ambulatory surgery centers (ASCs). Pro forma revenues (including AmSurg) are approximately $8.9 billion. AP&E PROPERTIES: Seeks to Hire Lemon Law Office as Legal Counsel ---------------------------------------------------------------- AP&E Properties LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of West Virginia to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Lemon Law Office to give legal advice regarding its duties under the Bankruptcy Code, assist in the preparation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: George Lemon $250 Virginia Lemon $175 Paralegals $75 George Lemon, Esq., and Virginia Lemon, Esq., disclosed in a court filing that they do not hold any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: George L. Lemon, Esq. Virginia A. Lemon, Esq. 122 1/2 N. Court Street Lewisburg, WV 24901 Phone: 304-645-3773 Email: georgelemon@frontier.com Email: vlemon@frontier.com About AP&E Properties AP&E Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.W. Va. Case No. 16-50282) on November 15, 2016. The petition was signed by James Phillip Wills. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. An official committee of unsecured creditors has not yet been appointed. ATR GLOBAL: Hires DeMarco Mitchell as General Counsel ----------------------------------------------------- ATR Global Resources, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Texas to employ DeMarco Mitchell, PLLC, as general counsel to the Debtor. ATR Global requires DeMarco Mitchell to: a. take all necessary action to protect and preserve the estate, including the prosecution of actions on its behalf, the defense of any actions commenced against it, negotiations concerning all litigation in which it is involved, and objecting to claims; b. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of the estate herein; c. formulate, negotiate, and propose a plan of reorganization; and d. perform all other necessary legal services in connection with the bankruptcy proceedings. DeMarco Mitchell will be paid at these hourly rates: Robert T. DeMarco $350 Michael S. Mitchell $285 Paralegal $125 DeMarco Mitchell was paid a retainer in the amount of $16,717. DeMarco Mitchell has incurred fees of $5,586, and filing fees of $1,717 prior to the petition date. The remaining balance held in trust by DeMarco Mitchell is $9,414. DeMarco Mitchell will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert T. DeMarco, member of DeMarco Mitchell, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. DeMarco Mitchell can be reached at: Robert T. DeMarco, Esq. DEMARCO MITCHELL, PLLC 1255 W. 15th Street, 805 Plano, TX 75075 Tel: (972) 578-1400 Fax: (972) 346-6791 E-mail: robert@demarcomitchell.com About ATR Global ATR Global Resources, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex. Case No. 16-41995) on October 31, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Robert T. DeMarco, Esq., at Demarco-Mitchell, PLLC. BAFFINLAND IRON: Moody's Assigns Caa1 CFR; Outlook Stable --------------------------------------------------------- Moody's Investors Service assigned ratings to Baffinland Iron Mines Corporation, consisting of a Caa1 corporate family rating, Caa1-PD probability of default rating and a Caa1 senior secured rating to its proposed US$350 million senior secured notes. The ratings outlook is stable. Baffinland will use proceeds from its proposed notes to repay its existing bank project debt and provide some cash on the balance sheet. This is the first time Moody's has assigned ratings to Baffinland. "Baffinland's Caa1 rating reflects the startup nature of this very small iron ore mine on Baffin Island, north of the Arctic Circle, with weak liquidity and expected negative free cash flow as it proceeds with expansion", said Jamie Koutsoukis, Moody's analyst. Assignments: Issuer: Baffinland Iron Mines Corporation Probability of Default Rating, Assigned Caa1-PD Corporate Family Rating, Assigned Caa1 Senior Secured Regular Bond/Debenture, Assigned Caa1(LGD3) Outlook Actions: Issuer: Baffinland Iron Mines Corporation Outlook, Assigned Stable RATINGS RATIONALE Baffinland's Caa1 corporate family rating is driven by a concentration of cash flows from one metal (iron ore), which is volatile, at a very small single mine in a remote location above the Arctic circle (northern Baffin Island) with shipping constraints, a lack of an operating track record, execution risk on the planned mine expansion and negative free cash flows expected over the rating horizon. Leverage is also likely to exceed 10x by 2018 using Moody's $45/tonne price sensitivity for iron ore, before trending towards mid-single digits once higher production commences from a planned expansion project. Baffinland started production in late 2015 with $1.8 billion of capital invested to date, largely funded with equity from its two owners. It is a simple open pit operation with a very low stripping ratio today ( BARBARA RICHARDSON: Ch. 11 Trustee Files Plan of Liquidation ------------------------------------------------------------ Morris C. Aaron, as the Chapter 11 Trustee for Barbara Leigh Richardson, World Wide Wheat-Australia, LLC, and World Wide Wheat, LLC's Chapter 11 case, filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement in support of the Liquidating Trustee's plan of liquidation following the sale of germplasm for $650,000. For secured claims, the Plan contemplates either: (i) liquidating any property subject to a lien and -- after the costs of sale -- paying 90% to the secured creditor with a carve-out of 10% for the estate; or (ii) abandonment of the collateral. The last known property of the Estates subject to a lien is some equipment secured by FWT, and two vehicles secured by TitleMax. Holders of Class 2 General Allowed Unsecured Claims will be paid by the Liquidating Trustee from the Distribution Fund its pro rata portion of the Liquidating Trust Proceeds-Net after the payment of all senior Claims on the Distribution Date. Class 2 is impaired. On the Effective Date, the Debtors will be deemed to have transferred and conveyed all right, title, and interest in the causes of action, estate Litigation (including the malpractice action), and the Liquidating Trust Assets, which Assets will automatically and irrevocably vest in the Liquidating Trust without further action on the part of the Debtors or the Court, and with no reversionary interest in the Debtors, except as otherwise provided in the Plan. The Plan does not require additional funding above and beyond what the Trustee already has in the Estates. The Disclosure Statement is available at: http://bankrupt.com/misc/azb15-15806-316.pdf The Plan was filed by the Chapter 11 Trustee's counsel: Christopher H. Bayley, Esq. Benjamin W. Reeves, Esq. SNELL & WILMER L.L.P. One Arizona Center 400 E. Van Buren Street, Suite 1900 Phoenix, AZ 85004-2202 Tel: (602) 382-6214 Fax: (602) 382-6070 E-mail: cbayley@swlaw.com breeves@swlaw.com Barbara Leigh Richardson filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 15-15806) on Dec. 16, 2015. BARTELLO PROPERTIES: Seeks to Hire Mincin Law as Legal Counsel -------------------------------------------------------------- Bartello Properties LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Mincin Law PLLC to prepare a bankruptcy plan, review and determine the status of claims, assist in obtaining approval to recover and liquidate assets of its bankruptcy estate, and provide other legal services. David Mincin, Esq., the attorney designated to represent the Debtor, will be paid an hourly rate of $360. Mr. Mincin does not hold or represent any interest adverse to the Debtor's bankruptcy estate, according to court filings. The firm can be reached through: David Mincin, Esq. Mincin Law PLLC 528 S. Casino Center, #325 Las Vegas, NV 89101 Tel: (702) 589-9881 Fax: (702) 589 9882 Email: dmincin@mincinlaw.com About Bartello Properties Bartello Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 16-15861) on November 1, 2016. The petition was signed by Vincent Bartello, manager. The case is assigned to Judge Bruce T. Beesley. At the time of the filing, the Debtor disclosed $1.70 million in assets and $884,437 in liabilities. BIG APPLE CIRCUS: Polich Buying Walden Property for $2.5 Million ---------------------------------------------------------------- The Big Apple Circus, Ltd., asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the private sale of real property located at 39 Edmunds Lane, Walden, New York, to Polich Tallix, Inc. for $2,500,000. The Circus is a Type B not-for-profit corporation organized under section 201 of the New York Not-for-Profit Corporation Law that is exempt from federal taxes under section 501(c)(3) of the Internal Revenue Service Code. Founded in 1977 by Paul Binder and Michael Christensen to establish a performing circus and school for the instruction and artistic development of circus arts, the Big Apple Circus is a venerated, New York cultural institution renowned for its critically-acclaimed performances and dedicated community programs. During its illustrious history, the Circus has performed 38 unique seasons of an annual ring show under the Big Top at venues across the country, featuring circus performers from around the globe and bringing the highest standards of artistic excellence to its multigenerational, multiethnic, and multilingual audience, both on tour and from the Circus' home base in New York City's Lincoln Center. The Circus has faced significant financial distress during recent years. In response, the Circus aggressively cut operating costs wherever possible, reduced its performance schedule, and actively sought donor contributions, most recently through the "Save the Circus" campaign mounted this summer. However, despite receiving donations from over 1,400 donors as well as continued financial support of the Circus' officers and directors, the Circus was ultimately unable to raise sufficient funds. In July, the Circus made the difficult decision to cancel the 2016-17 performance season and release the Circus' artists and production crew. Based on the foregoing and other factors, the Circus, in consultation with its directors, officers and advisors, determined that the best course of action to maximize the Circus' value for creditors and honor its mission was to commence the chapter 11 case to effectuate an orderly wind down of its affairs, sell certain assets, and satisfy creditor claims, all while continuing a downsized operation of its community programs, some of which may be transitioned to other capable not-for-profit organizations, and preserving the opportunity to restart the annual ring show with new financial support or through a sale of the circus to an interested buyer. Specifically, in light the cancellation of the Circus' performance season, the Circus intends to sell the Walden Property, as well as its circus equipment and other personal and intellectual property associated with the Circus’ performance unit, such equipment and other personal and intellectual property, which are no longer necessary to support the Circus' mission or operations. The Circus will request approval of the sale of the Circus Assets by separate motion. The Circus seeks to sell the Walden Property, consisting of two legal lots, identified on the Village of Walden Tax Assessor’s Maps and Records as Section 313, Block 3, and Lots 4 & 5. The Walden Property is comprised of an approximately 60,000 square foot single industrial facility situated on roughly 31 acres in the Town of Montgomery, Village of Walden. The Circus has owned the Walden Property in fee simple since 2004, and has used the property as a storage and training facility. The Walden Property has been appraised several times since 2008. In 2016, the Walden Property was marketed for sale by JJL Realtors. On April 12, 2016, JJL Realtors conducted a review of recent transactions involving properties similar to the Walden Property in the vicinity of the Village of Walden, and determined three transactions were the most comparable, including the 311 North Plank Road, Newburgh, New York property, a 26,800 square foot warehouse/distribution facility, situated on less than 2 acres of land, sold on July 28, 2016 at a price of $1,275,000 to a purchaser that planned to use the building for its business. Based upon this review, JJL Realtors suggested a starting list price for the Walden Property of $2,750,000. On May 3, 2016, the Walden Property was listed for sale for $2,750,000. After listing the Walden Property, the Circus received the following offers to purchase the Walden Property: (a) on or about July 25, 2016, Weiner Holdings, LLC, through Toners World, an import company, submitted an all-cash bid to purchase the Walden Property for $2,500,000; (b) on or about July 28, 2016, Mastertex, a company that distributes bedding, submitted a bid of $2,500,000 for the Walden Property; and (c) on or about Oct. 21, 2016, the Purchaser, operator of a fine art foundry and maker of the Oscar statuettes given out at the Academy Awards, submitted an all-cash bid to purchase the Walden Property for $2,500,000. On Oct. 5, 2016, after receiving the initial bids from Weiner Holdings and Mastertex, the Circus' board of directors held a duly-called special meeting to consider the offers submitted for the purchase of the Walden Property. At the meeting, the Board discussed the bids and determined to pursue the proposed sale of the Walden Property to Weiner Holdings. Specifically, the Board noted that the bid from Weiner Holdings represented the same economic terms as the other bidder at the time (Mastertex) – $2,500,000 in immediately available funds – and was perceived to preserve future optionality for the Circus because Weiner Holdings was amenable to potentially allowing for a leaseback of the Walden Property to the Circus to facilitate the sale of the Circus Assets or preserve the opportunity to restart the ring show. The consideration offered by Weiner Holdings was fair and reasonable based on the appraised value of the Walden Property and recent comparable transactions. Further, the transaction was negotiated at arm's length, and none of the directors, officers, or key employees of the corporation or their relatives would receive a direct or indirect financial benefit as a result of the transaction or commitments for distribution of proceeds. In accordance with applicable law, the Board adopted and approved resolutions authorizing the sale of the Walden Property "on terms and conditions substantially similar" to those in the purchase and sale agreement entered into between the Circus and Weiner Holdings. That purchase and sale agreement provided for an all-cash purchase price of $2,500,000. The transaction was then approved by 14 members of the Board with one member abstaining, which satisfies the applicable approval requirements under the New York Not-for-Profit Corporations Law. Subsequent to the Circus' entry into the purchase and sale agreement with Weiner Holdings, Weiner Holdings attempted to terminate the agreement on improper grounds. Accordingly, the Circus intends to seek return of the $250,000 deposit placed in escrow by Weiner Holdings and such other appropriate relief related to Weiner Holdings' breach of contract. On Oct. 21, 2016, the Circus then received an expression of interest in the Walden Property by the Purchaser. The Circus and the Purchaser conducted good faith, arm's length negotiations and agreed upon the Real Estate Purchase and Sale Agreement ("REPSA"), which contains terms and conditions substantially similar to the terms and conditions in the purchase and sale agreement entered into between the Circus and Weiner Holdings. The consideration offered by the Purchaser is the same as that offered by Weiner Holdings, and fair and reasonable based on the appraised value of the Walden Property and recent comparable transactions. Moreover, the REPSA provides a 90-day license agreement to continue using certain indoor and outdoor space at the Walden Property. None of the directors, officers, or key employees of the corporation or their relatives will receive a direct or indirect financial benefit as a result of the transaction or commitments for distribution of proceeds. Accordingly, the Circus proceeded to enter into the REPSA based upon the prior Board resolution authorizing entry into such an agreement. The sale of the Walden Property to the Purchaser was subsequently ratified on Nov. 16, 2016, by the Executive Committee of the Board. The Circus now seeks the Court's approval to sell the Walden Property to the Purchaser in accordance with the REPSA pursuant to a private sale. No auction for the Walden Property is contemplated because the Circus, through JJL Realtors, has already actively sought competitive offers and determined that the Purchaser's proposal is the best and highest offer. A copy of the REPSA attched to the Motion is available for free at: http://bankrupt.com/misc/The_Big_Apple_32_Sales.pdf If the sale of the Walden Property is approved by the Court, the Circus proposes to use the sale proceeds to satisfy related closing costs associated with the sale, as well as the outstanding mortgage on the Walden Property owed to Nonprofit Finance Fund, pay the Circus' debtor-in-possession financing that matures upon the closing of the sale of the Walden Property, and apply the net proceeds of the sale in accordance with section 363 of the Bankruptcy Code, pursuant to a confirmed chapter 11 plan, or as otherwise authorized by the Court. Notably, satisfaction of the outstanding mortgage on the Walden Property will facilitate the sale of the Circus Assets by clearing title on the Circus' various vehicles and other equipment on which Nonprofit Finance Fund asserts liens. Pursuant to the proposed Sale Order, the Debtor will stipulate to the validity of Nonprofit Finance Fund's liens and claims in connection with satisfaction of the mortgage. For the reasons set forth, the Debtor submits that the sale of the Walden Property to the Purchaser pursuant to the REPSA and the related relief will serve the best interests of the Debtor and its estate, creditors, stakeholders, and other parties in interest, and are authorized under the Bankruptcy Code, the Bankruptcy Rules and the New York Not-for-Profit Corporation Law. Accordingly, the Debtor respectfully asks the Court to approve the private sale of the Walden Property to the Purchaser free and clear of all liens, claims, encumbrances, and other interests. The Debtor asks that the Court waive the 14-day stay provision of Bankruptcy Rule 6004(h). The Debtor desires to close the sale of the Walden Property at the earliest possible date in order to immediately cease incurring costs associated with maintaining and caring for the property and to use the funds to satisfy its current debts consistent with the Bankruptcy Code. The Purchaser: POLICH TALLIX, INC. 453 State Route 17K Rock Tavern, NY 12575 Attn: Adam Demchak The Purchaser is represented by: Howard Protter, Esq. David Gubits, Esq. JACOBOWITZ & GUBITS, LLP PO Box 367, 158 Orange Ave. Walden, NY 12586 About The Big Apple Circus, Ltd. The Big Apple Circus, Ltd. is a Type B not-for-profit corporation organized under section 201 of the New York Not-for-Profit Corporation Law that is exempt from federal taxes under section 501(c)(3) of the Internal Revenue Service Code. Founded in 1977 by Paul Binder and Michael Christensen to establish a performing circus and school for the instruction and artistic development of circus arts, the Big Apple Circus is a venerated, New York cultural institution renowned for its critically-acclaimed performances and dedicated community programs. During its illustrious history, the Circus has performed 38 unique seasons of an annual ring show under the Big Top at venues across the country, featuring circus performers from around the globe and bringing the highest standards of artistic excellence to its multigenerational, multiethnic, and multilingual audience, both on tour and from the Circus' home base in New York City's Lincoln Center. The Big Apple Circus, Ltd., filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13297) on Nov. 20, 2016. The petition was signed by Will Maitland Weiss, executive director. The Debtor is represented by Natasha M. Labovitz, Esq. and Christopher Updike, Esq., at Debevoise & Plimpton LLP. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. BIODATA MEDICAL: Hires Yaspan as General Bankruptcy Counsel ----------------------------------------------------------- Biodata Medical Laboratories, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Law Offices of Robert M. Yaspan as general bankruptcy counsel to the Debtor. Biodata Medical requires Yaspan to: a. negotiate with the creditors of the Debtor; b. assist the Debtor with the negotiation, confirmation, and implementation of the Debtor's Plan of Reorganization under Chapter 11; c. prepare Schedule of Current Income and Current Expenses, Statement of Financial Affairs, Statement of All Liabilities of the Debtor, and Statement of All Property of the Debtor; d. prepare pleadings, attendance at Court hearings and work with the various parties interested in the case; e. give the Debtor legal advice with respect to their powers and duties as a Debtor-in-Possession in the continued operation of the management of his property; f. prepare on behalf of the Debtor and Debtor-in-Possession necessary applications, answers, orders, reports, and other legal papers; and g. perform all other legal services for the Debtor, which may be necessary herein, except the legal services which would normally require the attention of Special Counsel for the Debtor, such as ancillary lawsuits or unusual adversary proceedings, requiring special knowledge, skill or experience. Yaspan will be paid at these hourly rates: Robert M. Yaspan $550 Debra Brand $435 Joseph McCarty $435 Paralegal $100-$200 Yaspan will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert M. Yaspan, member of the Law Offices of Robert M. Yaspan, 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. Yaspan can be reached at: Robert M. Yaspan, Esq. LAW OFFICES OF ROBERT M. YASPAN 21700 Oxnard Street, Suite 1750 Woodland Hills, CA 91367 Tel: (818) 774-9929 Fax: (818) 774-9989 About BioData Medical BioData Medical Laboratories, Inc., based in Montclair, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-20446) on November 28, 2016. The Hon. Mark S Wallace presides over the case. Robert M Yaspan, Esq., at the Law Office of Robert M Yaspan, to serve as bankruptcy counsel. In its petition, the Debtor estimated $2.23 million in assets and $5.90 million in liabilities. The petition was signed by Henry Wallach, CEO. BLANCA CHRISTINA PERALTA: Unsecureds To Get 100% Over 5 Years ------------------------------------------------------------- Blanca Christina Peralta filed with the U.S. Bankruptcy Court for the District of Nevada a Chapter 11 plan and disclosure statement, which propose that unsecured creditors will receive their pro rata payments, estimated to be at 100% on the dollar, over a five year period. The Debtor is a wage earner with a residence plus one investment property that is currently rented out. A full-text copy of the Disclosure Statement dated November 18, 2016, is available at: http://bankrupt.com/misc/nvb16-140220-48.pdf Blanca Christina Peralta filed a Chapter 11 petition (Bankr. D. Nev. Case No. 16-14022) on July 21, 2016, and is represented by: Thomas E. Crowe, Esq. BLISS OF NJ: Hires Norgaard O'Boyle as Attorney ----------------------------------------------- Bliss of NJ, LLC, d/b/a J & J Auto Maintenance, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Norgaard O'Boyle as attorney to the Debtor. Bliss of NJ requires Norgaard O'Boyle to: a. prepare petition and schedules, ancillary reporst, documents, and motions; b. assist development and proposal of a plan of reorganization; and c. advise the Debtor in connection with its rights and duties. Norgaard O'Boyle will be paid at these hourly rates: Senior Partners $525 Partners $400 Senior Associates $350 Associates $300 Law Clerks $175 Paralegals $150 Norgaard O'Boyle will also be reimbursed for reasonable out-of-pocket expenses incurred. John O'Boyle, member of Norgaard O'Boyle, 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. Norgaard O'Boyle can be reached at: John O'Boyle, Esq. NORGAARD O'BOYLE 184 Grand Avenue Englewood, NJ 07631 Tel: (201) 871-1333 About Bliss of NJ Bliss of NJ LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 16-32723) on November 30, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by John O'Boyle, Esq. at Norgaard O'Boyle. BMC SOFTWARE: Bank Debt Trades at 2.60% Off ------------------------------------------- Participations in a syndicated loan under BMC Software is a borrower traded in the secondary market at 97.40 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.20 percentage points from the previous week. BMC Software pays 400 basis points above LIBOR to borrow under the 335 million facility. The bank loan matures on Aug. 9, 2020 and carries Moody's Ba3 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 November 25. BORINQUEN PARKING: Proposes Plan to Exit Chapter 11 Protection -------------------------------------------------------------- Borinquen Parking Services, Inc. filed with the U.S. Bankruptcy Court in Puerto Rico its proposed plan to exit Chapter 11 protection. The plan of reorganization, which will be funded by rental income and income from service granted by Borinquen, classifies claims against the company in three classes. Class 1 consists of claims secured by property of Borinquen's bankruptcy estate. AEELA has filed a partially secured claim that it has already recouped. Priority tax claims, the only priority unsecured claims, are classified in Class 2. Meanwhile, general unsecured claims are classified in Class 3, according to Borinquen's disclosure statement filed on November 17. A copy of the disclosure statement is available for free at https://is.gd/6G8DkN Borinquen is represented by: Robert Millan, Esq. Millan Law Offices Calle San Jose #250 San Juan, PR 00901-1514 Phone: (787) 725-0946 Email: rmi3183180@aol.com About Borinquen Parking Services Borinquen Parking Services, Inc. administers commercial property for parking services, which consists of various parking lots. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-00791) on February 4, 2016. The petition was signed by Jose Rivera Garcia, president. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. BRONSON ROCK: Seeks to Hire AuldridgeGriffin as Accountant ---------------------------------------------------------- Bronson Rock, LLC and Bronson Rock Management Group, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire an accountant. The Debtors propose to hire AuldridgeGriffin, P.C. to prepare income tax returns, analyze their financial position, assist in the preparation of a bankruptcy plan, and provide other accounting services related to their Chapter 11 cases. The hourly rates charged by the firm are: W.L. Mathews, Jr., CPA $325 Stephanie Shaner, CPA $175 Mr. Mathews disclosed in a court filing that his firm does not hold any interest adverse to the Debtors or any of their creditors. The firm can be reached through: W.L. Mathews, Jr. AuldridgeGriffin, P.C. 6300 Ridglea Place, Suite 810 Fort Worth, TX 76116 Phone: 817-558-4000 Fax: 888-265-3884 Email: info@auldridge.com About Bronson Rock Bronson Rock, LLC and Bronson Rock Management Group, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Lead Case No. 16-43781) on September 30, 2016. At the time of the filing, Bronson Rock estimated assets and liabilities of less than $1 million. Bronson Rock Management estimated assets of less than $100,000 and liabilities of less than $1 million. BROUGHER INC: Court Denies Bid to Hire Magill as Financial Advisor ------------------------------------------------------------------ A U.S. bankruptcy judge overseeing the Chapter 11 case of Brougher Inc. denied the company's request to hire a financial advisor. Judge Jeff Bohm of the U.S. Bankruptcy Court for the Southern District of Texas denied the application filed on Dec. 6 by the company to hire Magill PC and pay the firm a flat rate of $20,000 per month. Brougher, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Case No. 16-35575) on November 2, 2016. The petition was signed by Wade Brougher, president. The case is assigned to Judge Jeff Bohm. The Debtor is represented by Julie M. Koenig, Esq., at Cooper & Scully, PC. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of $10 million to $50 million. No official committee of unsecured creditors, trustee or examiner has been appointed in the case. BURCON NUTRASCIENCE: Rights Offering Oversubscribed --------------------------------------------------- Burcon NutraScience Corporation disclosed the completion of its rights offering. The Rights Offering was over-subscribed and, as such, Burcon has issued 1,990,708 Common shares of Burcon at a price of $2.58 per share for aggregate gross proceeds to Burcon of $5,136,026. The Rights Offering was over-subscribed by $1,738,572 or 673,865 Common Shares due to the demand for the Common Shares. Total subscriptions, including those exercised pursuant to the additional subscription privilege, represented $6,874,598, or more than 133.8% of the Common Shares available under the Rights Offering. A total of 1,518,032 Common Shares were issued pursuant to the basic subscription privilege of the Rights Offering. Of these, 549,558 Common Shares were issued to insiders of Burcon and 968,474 Common Shares were issued to all other persons. A total of 472,676 Common Shares were issued pursuant to the additional subscription privilege of the Rights Offering. Of these, 10,000 Common Shares were issued to insiders of Burcon and 462,676 Common Shares were issued to all other persons. Following completion of the Rights Offering, Burcon has 37,823,458 Common Shares issued and outstanding. To the knowledge of Burcon, after reasonably inquiry, no persons became an insider of Burcon from the distribution under the Rights Offering. ITC Corporation Limited and Allan Yap, Burcon's Chairman of the Board and chief executive officer, acted as guarantors of the Rights Offering, having agreed to purchase from Burcon such number of Common Shares available to be purchased, but not otherwise subscribed for, that would result in 1,990,708 Common Shares being issued under the Rights Offering. As the Rights Offering was over-subscribed, ITC and Allan Yap were not required to fulfill their respective obligations under the Standby Commitment. However, to Burcon's knowledge, each of ITC and Allan Yap did exercise their basic subscription privilege under the Rights Offering in order to maintain their respective proportionate ownership interest in Burcon. As compensation for providing the Standby Commitment, each of ITC and Allan Yap received non-transferrable Common Share purchase warrants entitling ITC to acquire up to 253,815 Common Shares and Allan Yap to acquire up to 243,862 Common Shares. The exercise price under the Standby Warrants is $2.58 per Common Share, and the Standby Warrants will expire two years after issuance. In accordance with the policies of the Toronto Stock Exchange, the issuance of the Standby Warrants to each of ITC and Allan Yap is subject to shareholder approval, which will be sought at Burcon's next annual meeting, which is expected to be held in September 2017. The net proceeds of the Rights Offering will be used to fund Burcon's ongoing and expanded research and development program, further strengthen and expand its intellectual property portfolio and for general working capital. Burcon's research and development will be focused on its Peazazz pea protein extraction and purification technology. Burcon will continue its discussions with a select group of potential strategic partners to commercialize Peazazz. Research and development work, ranging from applications work to shelf-life testing, is and will continue to be undertaken to provide samples to these parties for potential market applications for Peazazz. About Burcon NutraScience Headquartered in Vancouver, Canada, Burcon NutraScience Corporation has developed a portfolio of composition, application, and process patents originating from its core protein extraction and purification technology. The Company's patented processes utilize inexpensive oilseed meals and other plant-based sources for the production of purified plant proteins that exhibit certain nutritional, functional and nutraceutical profiles. Burcon NutraScience reported a net loss of C$6.56 million on C$106,390 of revenue for the year ended March 31, 2016, compared to a net loss of C$6.57 million on C$105,387 of revenue for the year ended March 31, 2015. As of Sept. 30, 2016, Burcon Nutrascience had C$3.86 million in total assets, C$2.48 million in total liabilities and C$1.38 million in shareholders' equity. In its annual report on Form 20-F for the fiscal year ended March 31, 2016, the Company said that as at March 31, 2016, it had minimal revenues from its technology, had an accumulated deficit of $77,550,164 (2015 - $70,980,388). During the year ended March 31, 2016, the Company incurred a loss of $6,569,776 (2015 - $6,579,424; 2014 - $5,961,545) and had negative cash flow from operations of $4,883,575 (2015 - $4,819,743; 2014 - $4,952,221). The Company has relied on equity financings, private placements, rights offerings and other equity transactions to provide the financing necessary to undertake its research and development activities. As at March 31, 2016, the Company had cash and cash equivalents of $2,479,862 (2015 - $2,400,965) and short-term investments of $nil (2015 - $1,266,600). These conditions indicate existence of a material uncertainty that casts substantial doubt about the ability of the Company to meet its obligations as they become due and, accordingly, its ability to continue as a going concern. The Company said its ability to continue as a going concern is dependent upon the Company raising additional capital. On May 12, 2016, the Company completed a convertible note financing for $2,000,000, with net proceeds of approximately $1,934,000. Although the Company expects to receive royalty revenues from its license and production agreement (Soy Agreement) with Archer Daniels Midland Company from the sales of CLARISOY(TM), the amount of royalty revenues cannot be ascertained at this time. Burcon expects the amount of royalty revenues from the sales of CLARISOY(TM) will not reach its full potential until such time production is expanded to one or more full-scale commercial facilities. CAESARS ENTERTAINMENT: Fitch Maintains 'CC' IDR on Watch Positive ----------------------------------------------------------------- Fitch Ratings has maintained the Rating Watch Positive on Caesars Entertainment Corp (CEC, the parent), Caesars Entertainment Resort Properties, LLC (CERP), Caesars Growth Properties Holdings, LLC (CGPH) and Corner Investment PropCo, LLC (The Cromwell). The Positive Watch takes into consideration the reduced risk that a reorganization of Caesars Entertainment Operating Company (CEOC) will be materially detrimental to the credit profiles of Caesars' non-bankrupt entities, namely CERP and CGPH. Please see Fitch's press release "Fitch Places Caesars on Positive Watch Amid CEOC Restructuring Progress" dated Oct. 6, 2016, for additional commentary. The placement on Watch Positive back in October 2016 reflected CEC and representatives of all of CEOC's major creditor classes reaching a restructuring agreement for CEOC to emerge from Chapter 11 and be reorganized into an OpCo/PropCo structure. RATING SENSITIVITIES CERP Positive: Future developments that may, individually or collectively, lead to positive rating action include: -- Completion of CEOC reorganization without having a material adverse effect on CERP; -- Discretionary run-rate FCF sustaining above $100 million; -- Debt/EBITDA declining below 6.5x. Negative: Future developments that may, individually or collectively, lead to negative rating action include: -- Difficulty executing the proposed CEOC reorganization such that litigation risk for Caesars' non-bankrupt entities increases; -- Discretionary run-rate FCF declining towards $0; -- CERP's debt/EBITDA exceeding 9x for an extended period of time. CGPH Positive: Future developments that may, individually or collectively, lead to positive rating action include: -- Completion of CEOC reorganization without having a material adverse effect on CGPH; -- Discretionary run-rate FCF sustaining above $100 million; -- Debt/EBITDA declining below 6.5x. Negative: Future developments that may, individually or collectively, lead to negative rating action include: -- Difficulty executing the proposed CEOC reorganization such that litigation risk for Caesars' non-bankrupt entities increases; -- Discretionary run-rate FCF declining towards $0; -- CGPH's debt/EBITDA exceeding 9x for an extended period of time. FULL LIST OF RATING ACTIONS Fitch has maintained the Rating Watch Positive for these ratings: Caesars Entertainment Corp. (CEC) -- Long-Term IDR 'CC'. Caesars Entertainment Resort Properties, LLC (CERP) -- Long-Term IDR 'B-'; -- Senior secured first-lien credit facility 'B+/RR2'; -- First-lien notes 'B+/RR2'; -- Second-lien notes 'CCC/RR6'. Caesars Growth Properties Holdings, LLC (CGPH) -- Long-Term IDR 'B-'; -- Senior secured first-lien credit facility 'BB-/RR1'; -- Second-lien notes 'B-/RR4'. Corner Investment PropCo, LLC (The Cromwell) -- Long-Term IDR 'B-'; -- Senior secured credit facility 'B+/RR2'. CALGI CONSTRUCTION: Disclosures Okayed; Plan Hearing on Dec. 29 --------------------------------------------------------------- The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York has approved Calgi Construction Co. Inc.'s fourth amended disclosure statement referring to the Debtor's fourth amended plan of reorganization. A hearing will be held on Dec. 29, 2016, at 10:00 a.m., Eastern time or as soon thereafter as counsel may be heard, to consider: (1) confirmation of the Plan and (2) final applications for allowance of professional compensation and reimbursement of expenses. Holders of claims and interests entitled to vote on the Plan may accept or reject the Plan is Dec. 22, 2016, at 4:00 p.m. Eastern Time. The balloting agent will file a voting tabulation report with the Court no later than 5:00 p.m. (prevailing Eastern Time) on Dec. 23, 2016. Dec. 22, 2016, at 4:00 p.m., Eastern Time is fixed as the deadline for filing and serving any written objections to (a) confirmation of the Plan or (b) final applications for allowance of professional compensation and reimbursement of expenses. The Debtor filed the Fourth Amended Disclosure Statement dated Nov. 23, 2016. Under the Plan, Class 3 Unsecured Claims -- estimated at $402,525.73 -- are impaired. Estimated distribution for this class is 10% over five years. Payments under the Plan will be funded by a $102,000 contribution from Calgi Realty LLC and from profits from continued operations of the reorganized Debtor. The Fourth Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb14-22249-121.pdf As reported by the Troubled Company Reporter on Dec. 5, 2016, the Debtor filed with the Court a third amended disclosure statement and accompanying third amended plan of reorganization, dated Nov. 22, 2016, which proposed that all payments and all distributions would be in full and final satisfaction, settlement, release and discharge of all claims and Interests, except as otherwise provided in the Plan. Distributions to holders of Allowed Claims will occur quarterly over a 5-year period beginning on the Effective Date, except Professional fees and expenses, which will be paid 50% on the Effective Date and 50% over eight quarters starting beginning three months after the Effective Date pursuant to agreement between the Professionals and the Debtor. About Calgi Construction Calgi Construction Company Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 14-22249) on Feb. 28, 2014, and is represented by Dawn Kirby Arnold, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New York. At the time of filing, the Debtor had $329,951 in total assets and $1.41 million in total liabilities. CALIFORNIA HISPANIC: Sale of Sacramento Property for $558K Approved ------------------------------------------------------------------- Judge Scott Clarkson of the U.S. Bankruptcy Court for the Central District of California approved California Hispanic Commission on Alcohol and Drug Abuse, Inc.'s bidding procedures and purchase agreement in connection with the sale of real property commonly known as 1322 D Street, Sacramento, California, to Raman Suri and Radhika Oberoi, as Stalking Horse Bidder, for $557,500, or alternatively to the successful overbidder. A hearing on the Motion was held on Dec. 1, 2016 Time: 11:00 a.m. The sale of the property is free and clear of interests and claims. At Closing, the escrow will pay (a) all Closing Costs, (b) the Broker's commission in accordance with the terms of the Broker Retention Order, and (c) the secured debt owed to Wells Fargo pursuant to the payoff instructions to be provided to escrow by Wells Fargo. The automatic stay is modified as necessary to permit the disbursements from escrow at closing set forth. The Assigned Leases will be deemed valid and assumed by the Debtor and assigned to the Successful Bidder at the Closing, pursuant to Bankruptcy Code Sections 363 and 365, without any cure cost, as deemed by the Court, with non-debtor parties to such Assigned Leases being without basis to assert against Successful Bidder, among other things, defaults, breaches or claims of pecuniary losses existing as of the Closing or by reason of the Closing. Notwithstanding the provisions of Bankruptcy Rules 6004(h), 6006(d), and 7062, the Order will be effective and enforceable immediately upon entry. About California Hispanic Commission on Alcohol and Drug Abuse California Hispanic Commission on Alcohol and Drug Abuse, Inc., is a nonprofit California corporation in existence since 1975 that was founded to reduce the dependency of Hispanics on drug and alcohol. CHCADA's services include mandated out-patient substance abuse treatment designed to avert drug use and deter criminal behavior, residential substance abuse recovery programs to assist homeless individuals with counseling as to substance problems, transitional housing for women and children who have experienced domestic violence, and other services. CHCADA operates counseling facilities in California pursuant to contracts with Orange and Los Angeles counties. Some of CHCADA's facilities are leased properties and others are owned by CHCADA. CHCADA filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 16-10424) on Feb. 2, 2016. The petition was signed by James Hernandez, director. The Debtor is represented by Jeremy V. Richards, Esq., Linda F. Cantor, Esq., and Victoria A. Newmark, Esq. at Pachulski Stang Ziehl & Jones LLP. The case is assigned to Judge Scott C. Clarkson. The Debtor disclosed total assets at $5.8 million and total debts at $3.61 million. CAROUSEL PROPERTIES: Wants to Use First State Bank Cash Collateral ------------------------------------------------------------------ Bettye Jeanne Rigdon, Carousel Properties, LLC, and TLD Bar Ranch, L.P. seek authorization from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral. Carousel Properties owns 21 houses in Runaway Bay, TX, which it leases to tenants. In addition, Carousel Properties owns 6 cabins located on a separate one-acre tract in Wise County, TX, between Bridgeport and Decatur, which it leases to residential tenants. The Debtors assert that an immediate and critical need exists for Carousel Properties' use of cash collateral in order to maintain the Property and satisfy the needs of its tenants during the Chapter 11 proceedings. The Debtors further assert that during this sensitive period, Carousel Properties' ability to use cash collateral is vital to keep its current tenants and attract new tenants, and is therefore crucial to the preservation and maintenance of the value of the Property. Carousel Properties' December 2016 Budget projects total expenses of approximately $5,416. Carousel Properties is indebted to First State Bank - Chico, pursuant to a certain First Note in the original principal amount of $1,937,833. Pursuant to that certain First Deed of Trust, the First Note is secured by security interests and liens on the Carousel Houses. In addition, Bettye Rigdon and Matthew Rigdon as guarantors, granted First State Bank liens on five tracts of land situated in Wise County, TX, owned by Rigdon, as Additional Collateral for the First Note. Carousel Properties is indebted to First State Bank pursuant to a certain Second Note in the original principal amount of $283,167. Pursuant to that certain Second Deed of Trust, the Second Note is secured by security interests in and liens on the Carousel Cabins and the Additional Collateral. The Deeds of Trust also include assignments of rents. The Debtors believe that as of the Petition Date, Carousel Properties was indebted to First State Bank in the approximate total amount of $2.2 million. The Debtors also believe that First State Bank will likely assert a security interest in certain of Carousel Properties' cash and cash equivalents on hand as of Petition Date and in the lease payments that have been and/or will be collected from the Property post-petition. The Debtors submit that First State Bank's interests are adequately protected by an equity cushion in the Property and the Additional Collateral, as well as by Carousel Properties' continued operation, upkeep, and maintenance of the Property. The Debtors propose to grant First State Bank additional adequate protection in the form of replacement liens upon all categories of property of Carousel Properties, upon which First State Bank held prepetition liens and security interests, including all proceeds, rents, products or profits thereof. A full-text copy of the Debtors' Motion, dated December 6, 2016, is available at https://is.gd/G3rAsK About Carousel Properties, LLC Carousel Properties, LLC filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-44621), on December 2, 2016. The Petition was signed by Bettye Jeanne Rigdon, president. The case is assigned to Judge Russell F. Nelms. The Debtor is represented by Jeff P. Prostok, Esq. at Forshey & Prostok, LLP. At the time of filing, the Debtor had estimated $1 million to $10 million in both assets and liabilities. CHC GROUP: Can Use Cash Collateral Until December 21 ---------------------------------------------------- Judge Barbara J. Houser of the U.S. Bankruptcy Court for the Northern District of Texas authorized CHC Group Ltd. and its affiliated Debtors to use cash collateral on an interim basis, until December 21, 2016. The approved Budget covers a 16-week period, beginning on Nov. 18, 2016 and ending on the week beginning March 3, 2017, and forecasts total disbursements of approximately $416,391. The Debtors entered into a Revolving Credit Agreement with various lenders and issuing banks, with HSBC Bank, PLC as Revolving Facility Administrative Agent and HSBC Corporate Trustee Company (UK) Limited, as collateral agent, pursuant to which, the Revolving Facility Lenders made a $375 million revolving credit facility available to the borrowers. HSBC Bank PLC asserted that approximately $328.3 million in aggregate principal amount was outstanding under the Revolving Facility Secured Documents. The Debtors also entered into a Senior Secured Notes Indenture with The Bank of New York Mellon, as Senior Secured Notes Indenture Trustee, and HSBC Corporate Trustee Company (UK) Limited, as collateral agent, pursuant to which CHC Helicopter SA issued 9.250% Senior Secured Notes due 2020 in the original aggregate principal amount of $1.3 billion. The Bank of New York Mellon asserted that approximately $1 billion in aggregate principal amount was outstanding under the Senior Secured Notes Documents. The HSBC Bank PLC and The Bank of New York Mellon contended that the obligors under the Revolving Credit Agreement and the Senior Secured Notes were granted first priority liens on certain categories of their respective assets, including, accounts receivables, aircraft and related assets, bank accounts, shares of capital stock, and other real and personal property, in favor of HSBC Corporate Trustee Company (UK) Limited, which was appointed to act as agent and trustee for the benefit of the Revolving Facility Secured Parties and the Senior Secured Notes Secured Parties. The Debtors were also parties to the ABL Credit Agreement, with the lenders and issuing banks party thereto from time to time, and Morgan Stanley Senior Funding, Inc., as administrative Agent, and BNP Paribas SA., as collateral agent, pursuant to which the ABL Lenders have made available to the borrowers, a senior secured non-amortizing asset based revolving credit facility in an aggregate amount of up to $145 million. Morgan Stanley Seniro Funding asserted that approximately $139 million in aggregate principal amount was outstanding under the ABL Facility. Morgan Stanley Senior Funding, Inc. and BNP Paribas SA. asserted security interests in substantially all of their respective assets, including aircraft and related assets, in favor of BNP Paribas SA to secure the obligations under the ABL Facility, subject to the exceptions specified in the ABL Facility Documents The Debtor related that as of the Petition Date, approximately $30.5 million of cash in the Beginning Cash Balance may be subject to prepetition liens or security interests asserted by the Agents. Judge Houser acknowledged that the Debtors need to continue to use the Prepetition Collateral to, among other things, conduct their business operations, generate revenue, and preserve the going concern value of the Debtors. She further acknowledged that the Debtors have an immediate need to use the Cash Collateral to, among other things, preserve and maintain the going concern value of the Debtors, absent which immediate and irreparable harm will result to the Debtors, their estates and their creditors. The Agents, for the benefit of the Prepetition Secured Parties, were granted a valid, binding, continuing, enforceable, fully-protected, non-avoidable first priority replacement lien on, and security interest in the CHC Cayman Unencumbered Cash in the Bank of America Account, and all of the Debtors' rights in tangible and intangible assets, including without limitation, all receivables generated from the use of the Prepetition Collateral. A final hearing on the Debtor's use of cash collateral is scheduled December 20, 2016 at 9:00 a.m. Objections are due no later than December 13, 2016. A full-text copy of the 9th Interim Order, dated December 6, 2016, is available at https://is.gd/cANyVH About CHC Group Ltd. Headquartered in Irving, Texas, CHC Group Ltd. is a global commercial helicopter services company primarily servicing the offshore oil and gas industry. CHC maintains bases on six continents with major operations in the North Sea, Brazil, Australia, and several locations across Africa, Eastern Europe, and South East Asia. CHC maintains a fleet of 230 medium and heavy helicopters, 67 of which are owned by it and the remainder are leased from various third-party lessors. CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19 billion in total liabilities. The Debtors hired Stephen A. Youngman, Esq., Gary Holtzer, Esq., and Kelly DiBlasi, Esq., at Weil, Gotshal & Manges LLP as counsel, Debevoise & Plimpton LLP as special aircraft counsel, PJT Partners LP as investment banker, Seabury Corporate Advisors LLC as financial advisor, CDG Group, LLC, as restructuring advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Office of the U.S. Trustee on May 13, 2016, appointed five creditors of CHC Group Ltd. to serve on the official committee of unsecured creditors. The Creditors Committee's attorneys are Marcus A. Helt, Esq., and Mark C. Moore, at Gardere Wynne Sewell LLP, and Douglas H. Mannal, Esq., Gregory A. Horowitz, Esq., and Anupama Yerramalli, Esq., at Kramer Levin Naftalis & Frankel LLP. Angelo, Gordon & Co. and Cross Ocean Partners, which either hold claims or manage funds and accounts that hold claims against the Debtors' estates arising on account of the 9.25% Senior Secured Notes due 2020 issued under the Indenture, dated as of Oct. 4, 2010, by and among CHC Helicopter S.A., as issuer, each of the guarantors named therein, HSBC Corporate Trustee Company (UK) Limited, as collateral agent, and the Bank of New York Mellon, as indenture trustee, are represented by Jones Day. COBALT INTERNATIONAL: Closes Debt Exchange & Financing Transaction ------------------------------------------------------------------ Cobalt International Energy, Inc., has completed its previously announced debt exchange and financing transaction with certain holders of the Company's outstanding convertible senior notes due 2019 and convertible senior notes due 2024. The transaction consisted of (i) the issuance and sale by Cobalt of $500 million aggregate principal amount of its new first lien senior secured notes due 2021 to the Holders for cash at a price of 98% and (ii) the issuance of $584,732,000 aggregate principal amount of its new second lien senior secured notes due 2023 and 30 million shares of Cobalt's common stock to the Holders in exchange for $616,554,000 aggregate principal amount of 2019 Notes and $95,855,000 aggregate principal amount of 2024 Notes held by the Holders. Cobalt's Chief Executive Officer Timothy J. Cutt said, "We are pleased with the results of this transaction. We have raised approximately $500 million of additional liquidity at a critical time for the company, increasing our runway and allowing us to both operate our business and pursue asset sales without any liquidity constraints. In addition, we have also pushed out the maturity of nearly half of the $1.38 billion 2019 notes by four years to 2023. This transaction is an important first step in improving Cobalt's financial liquidity while also better aligning our debt maturities with our likely development plans." Lazard Freres & Co. LLC and Goldman, Sachs & Co. acted as Cobalt's financial advisors for this transaction. 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. The Company reported a net loss of $694.4 million in 2015, a net loss of $510.8 million in 2014 and a net loss of $589.0 million in 2013. As of Sept. 30, 2016, Cobalt had $3.68 billion in total assets, $2.70 billion in total liabilities and $983.8 million in total stockholders' equity. * * * As reported by the TCR on Nov. 9, 2016, S&P Global Ratings lowered its unsolicited corporate credit rating on U.S.-based oil and gas exploration and production (E&P) company Cobalt International Energy Inc. to 'CC' from 'CCC-'. "The downgrade follows Cobalt International's announcement that it has agreed to a possible exchange transaction involving the company's 2.625% convertible senior notes due 2019 and 3.125% convertible senior notes due 2024 at below par," said S&P Global Ratings credit analyst Kevin Kwok. The TCR reported on Sept. 23, 2016, that S&P Global Ratings lowered its unsolicited corporate credit rating on Cobalt International Energy Inc. to 'CCC-' from 'CCC+'. The outlook is negative. CONFIRMATRIX LABORATORY: Hires Smith & Howard as Accountant ----------------------------------------------------------- Confirmatrix Laboratory, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Smith & Howard, P.C. as accountant to the Debtor. Confirmatrix Laboratory requires Smith & Howard to: a. review tax history of the Debtor and prepare the outstanding federal and Georgia income tax returns and for future tax returns as and when they come due; b. review the books and records of Debtor and analyze and verify accounts with regard to Debtor's assets, liabilities, financial affairs, and obligations; c. review, analyze, and report to the Debtor and its legal counsel with regard to any financial reports, information, or data concerning the administration of the case; and d. perform any and all other services that may be required as accountant to the Debtor and to assist the Debtor's attorneys in the performance of the Debtor's duties and exercise of the Debtor's rights and powers under the Bankruptcy Code as well as to provide general accounting support. Smith & Howard will be paid at the hourly rate of $210-$540. Smith & Howard will also be reimbursed for reasonable out-of-pocket expenses incurred. Marvin H. Willis, member of Smith & Howard, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Smith & Howard can be reached at: Marvin H. Willis SMITH & HOWARD, P.C. 271 17th Street, NW, Suite 1600 Atlanta, GA 30363 Tel: (404) 874-6244 About Confirmatrix Laboratory Confirmatrix Laboratory, Inc., based in Lawrenceville, GA, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 16-69934) on November 4, 2016. William J. Boone, Esq., at James Bates Brannan Groover, LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Ann B. Durham, CEO. CORE RESOURCE: Committee Taps Clotho as Financial Advisor --------------------------------------------------------- The official committee of unsecured creditors of Core Resource Management, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire a financial advisor. The committee proposes to hire Clotho Corporate Recovery, LLC to provide financial advisory services and pay the firm an hourly rate of $300. The firm will also assist the committee in seeking exit financing for its proposed Chapter 11 plan of reorganization for CRM. In the event that Clotho secures an exit financing, which means a financing that closes as part of a confirmed plan of reorganization in CRM's bankruptcy case, the firm will be entitled to a transaction fee of 2.75%. Clotho does not represent any interest adverse to CRM or its bankruptcy estate, and is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Timothy H. Shaffer Clotho Corporate Recovery LLC 6929 N. Hayden Road, Suite C-4 Scottsdale, AZ 85250 Tel: 602-469-4547 Email: tim@clothoeq.us About Core Resources Core Resources Management, Inc. was incorporated in Nevada on Feb. 17, 1999. The original company name was Apex Sports.com, Inc., and then after through several name changes the company became, Direct Pet Health Holdings, Inc. On Sept. 20, 2012, Direct Pet Health Holdings, Inc., then merged with Clark Scott LLC with the resulting corporation was named Core Resource Management, Inc being the surviving entity. Since its inception, the Debtor has been involved in the business of investing in cash flow positive opportunities. Upon completion of this process, approximately, $5 million were raised for what was a startup oil and gas company with no assets. The primary use case for the invested funds was to purchase royalties and working interest of existing oil and gas wells. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-06712) on June 13, 2016. The petition was signed by Dennis Miller, chief operating officer. The case is assigned to Judge Brenda K. Martin. Hauf PLC serves as counsel to the Debtor. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. The U.S. Trustee, on July 15, 2016, appointed three creditors to serve in the official committee of unsecured creditors in the Debtors' cases. Dickinson Wright PLLC serves as counsel to the Committee. COSI INC: Hires DLA Piper as Counsel in Fast Casual Dispute ----------------------------------------------------------- Cosi, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Massachusetts to employ DLA Piper LLP (US) as special counsel to the Debtors. Cosi, Inc. requires DLA Piper to: a. provide assistance to the Debtors in conjunction with the Debtors' dispute with Fast Casual LTDA, which includes Debtors' attempt to collect from Fast Casual as well as a cure claim asserted by Fast Casual in connection with the sale of substantially all of the Debtors' assets; and b. provide assistance to the Debtors with any other claims made by the Debtors' franchisees in connection with the Debtors' bankruptcy filing. DLA Piper will be paid at these hourly rates: Norman M. Leon $685 John Verhey $665 Karen Marchiano $585 DLA Piper will also be reimbursed for reasonable out-of-pocket expenses incurred. Norman M. Leon, member of DLA Piper LLP (US), assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. DLA Piper can be reached at: Norman M. Leon, Esq. DLA PIPER LLP (US) 203 N LaSalle Street, Suite 1900 Chicago, IL 60601 Tel: (312) 368-4000 About Cosi Inc. Cosi -- http://www.getcosi.com/-- is an international fast casual restaurant company. There are currently 45 company-owned and 31 franchise restaurants operating in fourteen states, the District of Columbia, Costa Rica and the United Arab Emirates. Cosi, Inc. and its affiliated Debtors filed chapter 11 petitions (Bankr. D. Mass. Lead Case No. 16-13704-MSH) on Sept. 28, 2016. The Debtors are represented by Joseph H. Baldiga, Esq. and Paul W. Carey, Esq., at Mirick, O'Connell, DeMallie & Lougee, LLP. The O'Connor Group serves as their financial consultant. Randy Kominsky of Alliance for Financial Growth, Inc. has been tapped as chief restructuring officer to the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors composed of: Robert J. Dourney, Honor S. Heath of Nstar Electric Company, and Paul Filtzer of SRI EIGHT 399 Boylston. The Creditors Committee is represented by Lee Harrington, Esq., at Nixon Peabody LLP. Deloitte Financial Advisory Services LLP serves as financial advisor for the Committee. CREEKSIDE CANCER: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Creekside Cancer Care, LLC dba Colorado CyberKnife 120 Old Laramie Trail E Lafayette, CO 80026 Case No.: 16-21943 Nature of Business: Health Care Chapter 11 Petition Date: December 9, 2016 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Hon. Michael E. Romero Debtor's Counsel: Steven E. Abelman, Esq. BROWNSTEIN HYATT FARBER SCHRECK, LLP 410 Seventeenth St, 22nd floor Denver, CO 80202 Tel: (303) 223-1102 Fax: (303) 223-0902 E-mail: sabelman@bhfs.com - and - Samuel M. Kidder, Esq. BROWNSTEIN HYATT FARBER SCHRECK, LLP 410 17th St., Ste. 2200 Denver, CO 80202 Tel: 303-223-1117 Fax: 303-223-1111 E-mail: skidder@bhfs.com - and - Michael J. Pankow, Esq. BROWNSTEIN HYATT FARBER SCHRECK, LLP 410 17th St., 22nd Fl. Denver, CO 80202 Tel: ( ) 303-223-1100 Fax: 303-223-1111 E-mail: mpankow@bhfs.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Charles Kelley Simpson, sole member. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/cob16-21943.pdf CRYSTAL LAKE OPEN: Has Until April 3 to File Chapter 11 Plan ------------------------------------------------------------ Judge Christopher J. Panos of the U.S. Bankruptcy Court for the District of Massachusetts extended Crystal Lake Open Space, Inc.'s exclusive periods to file a chapter 11 plan and solicit acceptances to the plan to April 3, 2017 and June 1, 2017, respectively. The Debtor previously sought the extension of its exclusive periods to file a plan and disclosure statement from November 23, 2016 to August 1, 2017. The Debtor contended that in order to formulate a feasible plan, it should act in coordination with its sole tenant, Crystal Lake Golf Club, LLC, which is also a bankrupt Chapter 11 debtor, as they have some common creditors and are dependent on the cash flow of Crystal Golf Club. The Debtor further contended that it was discussing with its tenant and certain creditors in an effort to reach an agreement regarding their secured positions. The Debtor related that Crystal Golf Club has asked to extend the exclusive time to file its disclosure statement and chapter 11 plan as it needs to review the proofs of claim filed and its post-petition income generated. About Crystal Lake Open Space, Inc. Crystal Lake Open Space, Inc. filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-41325), on July 27, 2016. The Petition was signed by Michael Maroney, president. The case is assigned to Judge Christopher J. Panos. The Debtor is represented by Herbert Weinberg, Esq. at Rosenberg & Weinberg. At the time of filing, the Debtor had less than $50,000 in estimated assets and $1 million to $10 million in estimated liabilities. CTI BIOPHARMA: Plans to Effect 1-for-10 Reverse Stock Split ----------------------------------------------------------- CTI BioPharma Corp. announced that the Company's Board of Directors approved a reverse stock split in order to regain compliance with The NASDAQ Stock Market LLC minimum closing bid price of $1.00 per share. Upon the effectiveness of the reverse stock split, each of the Company's shareholders will receive one new share of the Company's common stock for every 10 shares those shareholder holds. The reverse stock split will affect all of the Company's authorized shares, including all outstanding shares of Common Stock as well as the number of shares of Common Stock underlying stock options, warrants and other exercisable or convertible instruments outstanding at the effective time of the reverse stock split. It is anticipated that the reverse stock split will become effective on or about Jan. 1, 2017. The Company expects to achieve compliance if the closing bid price of the Common Stock is $1.00 per share or more for a minimum of ten consecutive trading days before Jan. 17, 2017. The Common Stock is scheduled to begin trading on a split-adjusted basis on the Mercato Telematico Azionario stock market in Italy on Jan. 2, 2017, and The NASDAQ Capital Market in the United States on Jan. 3, 2017. About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $122.62 million on $16.11 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss attributable to common shareholders of $96.0 million on $60.07 million of total revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, CTI Biopharma had $76.48 million in total assets, $63.96 million in total liabilities and $12.51 million in total shareholders' equity. The Company's independent registered public accounting firm included an explanatory paragraph in its reports on its consolidated financial statements for each of the years ended Dec. 31, 2007, through Dec. 31, 2011, and for the year ended Dec. 31, 2014, regarding their substantial doubt as to the Company's ability to continue as a going concern. The Company said that although its independent registered public accounting firm removed this going concern explanatory paragraph in its report on our Dec. 31, 2015, consolidated financial statements, the Company expects to continue to need to raise additional financing to fund its operations and satisfy obligations as they become due. According to the Company, the inclusion of a going concern explanatory paragraph in future years may negatively impact the trading price of its common stock and make it more difficult, time consuming or expensive to obtain necessary financing, and the Company cannot guarantee that it will not receive such an explanatory paragraph in the future. CYU LITHOGRAPHICS: Hires Sandy S. Tang as Accountant ---------------------------------------------------- CYU Lithographics, Inc., d/b/a Choice Lithographics, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Sandy S. Tang as accountant to the Debtor. CYU Lithographics requires Sandy S. Tang to: a. prepare financial reports as needed; b. prepare support for the impending Chapter 11 Disclosure Statement and Plan; and c. prepare the necessary tax return. Sandy S. Tang will be paid at the hourly rate of $150. Sandy S. Tang will also be reimbursed for reasonable out-of-pocket expenses incurred. Sandy S. Tang 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 itsestates. Sandy S. Tang can be reached at: Sandy S. Tang 17800 Castleton Street, Suite 553 City of Industry, CA 91748 Tel: (626) 435-0155 Fax: (626) 435-0144 About CYU Lithographics CYU Lithographics, Inc., doing business as Choice Lithographics, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-13915), on Sept. 16, 2016. The petition was signed by Michael C. Wang, president. The case is assigned to Judge Theodor Albert. The Debtor is represented by John H. Bauer, Esq. at Financial Relief Legal Advocates, Inc. At the time of filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. DANCING WATERS: Has Deal for $8.3M Sale of Governor's Point Land ---------------------------------------------------------------- Dancing Waters, LLC, Governor's Point Development, Co., Pleasant Bay Properties & Associates, LP, Pleasant Road Partners, LP ("Entity Debtors"), and Carl Roger Sahlin, ask the U.S. Bankruptcy Court for the Western District of Washington to authorize the sale of Governor's Point Property to Madrona Bay Real Estate Investments, LLC for $8,300,000. A hearing on the Motion is set for Dec. 23, 2016 at 9:30 a.m. The objection deadline is Dec. 16, 2016. Each of the Debtors owns undivided partial interests in the Governor's Point Property. The Governor's Point Property is a 125-acre undeveloped residential site located on the Washington coastline approximately six miles south of Bellingham. The Property has 9,500 feet of marine shoreline frontage on Chuckanut, Samish and Pleasant Bays in the Salish Sea. Each of Entity Debtors is owned in varying percentages by debtor Sahlin or other members of the Sahlin family. Prior to the Petition Date, the Debtors employed Cushman & Wakefield of San Diego, Inc. ("C&W San Diego") and Commerce Real Estate Solutions, LLC ("CRES") to assist them with the marketing and sale of the Governor's Point Property. C&W San Diego and CRES marketed the Property nationally and internationally for a period of approximately nine months prior to the Petition Date, and continued to do so following the filing of these cases. Although a number of leads were developed and discussions were had with at least three interested buyers, the Debtors were unable to achieve a sale of the Property. The Debtors then determined to proceed to an auction sale of the Property and engaged CBRE, Inc., to provide those services. The Property was further marketed in connection with the auction process. Unfortunately, at the bid deadline only one deposit from a bidder was received. Only the registered bidder appeared at the time set for the auction, who declined to submit a bid. At about that same time, another interested party appeared at the auction location, Land Baron and Co. The Debtors' representatives then negotiated the terms of a purchase with Land Baron, which provided for a purchase price (including buyer's premium) of $9,720,000, a 30-day due diligence period and a 60-day closing, both measured commencing the date of entry of an order approving the sale. The sale was approved by order entered Oct. 20, 2015. Land Baron was unable to consummate the purchase. The Debtors granted Land Baron multiple extensions of its closing deadline, eventually collecting $400,000 in non-refundable earnest money. However, despite these extensions Land Baron was unable to close its purchase, and its contract expired in early June 2016. By then, the Property had not been marketed for eight months. As of the Petition Date, Heritage Bank held first- and second-position deeds of trust against each of the parcels to secure two loans previously made to Sahlin totaling approximately $3,200,000 as of the Petition Date. Following the expiration of the sale contract with Land Baron, Heritage filed a motion for relief from stay so it could proceed with a judicial foreclosure lawsuit it had commenced prior to the Petition Date. In addition to Heritage's position, two other creditors hold secured claims against the Debtors: a. As of the Petition Date, Miller Nash Graham & Dunn LLP ("MNGD") held a secured claim against debtor Sahlin in the amount of $256,654, secured by a deed of trust encumbering one 20-acre parcel of the Property that is junior to the deeds of trust in favor of Heritage. b. As of the Petition Date, TENMTR, LLC held a secured claim against the Debtors in the amount of $840,602.41 secured by a deed of trust that encumbers each of the parcels comprising the Property, junior to the deeds of trust held by Heritage and MNGD. The Debtors thereafter negotiated a financing transaction with Copper Leaf, LLC ("Financing Transaction"), pursuant to which (among other things) Copper Leaf acquired Heritage's notes and deeds of trust, extended the maturity date 15, and advanced additional funds to the Debtors to pay outstanding real property taxes and administrative expense claims, and the motion for relief from stay was withdrawn. In connection with the Financing Transaction, MNGD agreed to reduce its claim to $100,000, of which $50,000 has been paid, and TENMTR retained its deed of trust subordinate to Copper Leaf and MNGD. The Financing Transaction was approved by order entered Aug. 22, 2016. The Debtors and their professionals resumed marketing the Property after the failure of the Land Baron transaction, and have now negotiated a sale of the Property the Buyer pursuant to the terms of a Real Estate Purchase and Sale Agreement. The material terms of the Sale are: a. Purchase price: $8,300,000 b. Earnest money: $200,000 note, converted to cash upon satisfaction of contingencies. c. Cash at closing: $6,000,000 d. Seller financing: $2,100,000 Note, interest at 3.5%, due in 3 years. e. Security; Pre-Closing BLA: The Property to be re-configured prior to closing (at Buyer's sole expense) pursuant to boundary line adjustment to comprise seven 5-acre parcels (Lots 1-7) and a single ± 90-acre parcel (Lot 8). The Seller financing note to be secured by first-position lien on Lot 8 and a second-position lien on each of Lots 1-6. f. Note payments: The Debtor to receive $350,000 from the closing of the sales of each of Lots 1-6. All amounts due and owing three years after closing. g. Contingent Payments: If some or all of Lot 8 is sold, whether by way of a subdivision or a bulk sale, the Debtors will receive 10% of the Gross Sales Proceeds. h. Due diligence; Closing: 90-day due diligence and 150-day closing period, both commencing upon mutual execution of Madrona PSA. The PSA provides for a total of $6,200,000 to be paid at closing. The estimated amount that will be due to creditors secured in the Property is as follows: (i) Copper Leaf, LLC: $4,030,000; MNGD: $50,000; and (iii) TENMTR: $970,000. In addition to the stated purchase price of $8,300,000, the Debtors have an opportunity for additional compensation in the event all or any portion of Lot 8 is sold in the future. This will potentially enhance the return on what the Debtors believe to be a market-price transaction. The Debtors ask the Court to approve the Sale pursuant to the terms of the PSA. About Dancing Waters Dancing Waters, LLC, sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 15-13216) on May 22, 2015. Judge Timothy W. Dore is assigned to the case. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. The Debtor tapped James L. Day, Esq. at the Bush Strout & Kornfeld LLP as counsel. The petition was signed by Roger Sahlin, manager. DATA SYSTEMS: Court Amends Plan Confirmation Opinion ---------------------------------------------------- Judge Randall L. Dunn of the United States Bankruptcy Court for the District of Oregon issued an amendment to his memorandum opinion dated December 2, 2016, which confirmed the First Amended Plan of Reorganization proposed by the duly appointed chapter 11 trustee, Amy Mitchell, for the debtor-in-possession Data Systems, Inc. (DSI). In the prior memorandum opinion, Judge Dunn stated that the trustee had testified that, based on her analysis, the value per share that the shareholder class that had not voted to accept the Plan by the requisite amount would receive only $6.58 in a chapter 7 liquidation and thus, would receive more under the Plan at $7.00 per share to selling shareholders. In the amended memorandum, however, the judge no longer specified the amount that would be received by the shareholder class in a chapter 7 liquidation. A full-text copy of Judge Dunn's December 6, 2016 amended memorandum opinion is available at: http://bankrupt.com/misc/orb16-30477-210.pdf About Data Systems Portland, Oregon-based Data Systems, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Ore. Case No. 16-30477) on Feb. 11, 2016, estimating its assets at between $1 million and $10 million and its liabilities at between $100,000 and $500,000. The petition was signed by William F. Holdner, president. Judge Randall L. Dunn presides over the case. Ted A Troutman, Esq., at Troutman Law Firm P.C. serves as the Debtor's bankruptcy counsel. Amy Mitchell was appointed Chapter 11 trustee of Data Systems, Inc. The Chapter 11 Trustee retains Henderson Bennington Moshofsky,P.C., as accountant. DAVIS HOLDING: Wants Plan Filing Period Extended to Feb. 22 ----------------------------------------------------------- Davis Holding Co., LLC asks the U.S. Bankruptcy Court for the Southern District of Indiana to extend its exclusive periods for filing and soliciting acceptances of a chapter 11 plan, to February 22, 2017 and March 22, 2017, respectively. The Debtor relates that the period in which it has the sole and exclusive rights to file a chapter 11 plan and solicit acceptances thereof is December 22, 2016. The Debtor tells the Court that at all times since the Petition Date, it has continued to generate revenues while exploring processes to increase profitability. The Debtor further tells the Court that the extended exclusivity period will enhance its ability to propose a plan that meets the Bankruptcy Code's criteria for confirmation because the additional time will enable the Debtor to determine the overall economic health of its business. The Debtor adds that it cannot propose a viable plan unless and until the City of Lawrenceburg's motion for stay relief is resolved on or after the hearing date of December 21, 2016. About Davis Holding Co., LLC Davis Holding Co., LLC filed a chapter 11 petition (Bankr. S.D. Ind. Case No. 16-91361) on August 24, 2016. The petition was signed by Gregory N. Davis, sole member. The Debtor is represented by David M. Cantor, Esq. and William P. Harbison, Esq., at Seiller Waterman LLC. The case is assigned to Judge Basil H. Lorch III. The Debtor estimated assets at $500,000 to $1 million and liabilities at $1 million to $10 million at the time of the filing. DEJEAN AUTOMOTIVE: Jan. 4 Plan Confirmation Hearing Set ------------------------------------------------------- Judge Bill Parker of the U.S. Bankruptcy Court for the Eastern District of Texas will convene a hearing to consider the confirmation of DeJean Automotive, Inc.'s proposed Chapter 11 Plan on January 4, 2017, at 1:30 p.m. in the Courtroom of the United States Bankruptcy Court. December 23, 2016, is fixed as the last day for filing written acceptances or rejections of the Debtor's proposed Chapter 11 plan and the last day for filing and serving written objections to: (1) final approval of the Debtor's Disclosure Statement; or (2) confirmation of the Debtor's proposed Chapter 11 plan. In light of the status of the Debtor as a small business debtor pursuant to Section 1121(e) of the Bankruptcy Code, a waiver of the filing of a disclosure statement was entered on November 18. About DeJean Automotive, Inc. DeJean Automotive, Inc., based in Port Arthur, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No.16-10372) on Aug. 1, 2016. Frank J. Maida, Esq., at Maida Law Firm, P.C., as bankruptcy counsel. In its petition, the Debtor indicated $1.05 million in total assets and $798,239 in total liabilities. The petition was signed by Christopher DeJean, president. No official committee of unsecured creditors has been appointed in the case. DEXTERA SURGICAL: May Issue 949,840 Shares Under Stock Plans ------------------------------------------------------------ Dextera Surgical Inc. filed with the Securities and Exchange Commission a Form S-8 registration statement to register 949,840 shares of the Company's common stock issuable under its 2016 Equity Incentive Plan and 2016 Employee Stock Purchase Plan. A full-text copy of the regulatory filing is available for free at: https://is.gd/AMLMvW About Dextera Surgical Inc. Dextera Surgical Inc., formerly Cardica, Inc., is focused on the commercialization and development of microcutter product line intended for use by surgeons. The Company is engaged in commercializing and developing MicroCutter XCHANGE 30 based on its staple-on-a-strip technology for use by thoracic, pediatric, bariatric, colorectal and general surgeons. Its MicroCutter XCHANGE 30 is a cartridge based microcutter device with around five millimeter shaft diameter and around 30 millimeter staple line cleared for use in the United States for specific indications for use, and in the European Union for a range of indications for use. Dextera reported a net loss of $15.98 million in 2015, a net loss of $19.18 million in 2014 and a net loss of $16.96 million in 2013. As of Sept. 30, 2016, Dextera had $12.06 million in total assets, $8.43 million in total liabilities and $3.62 million in total stockholders' equity. BDO USA, LLP, in San Jose, 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 that raise substantial doubt about its ability to continue as a going concern. DIRECTBUY HOLDINGS: Taps Cole Schotz as Counsel ----------------------------------------------- DirectBuy Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Cole Schotz P.C. as counsel, nunc pro tunc to the November 1, 2016 petition date. The Debtors require Cole Schotz to: (a) advise the Debtors with respect to their powers and duties as debtors and debtors in possession in the continued management and operation of their businesses and properties; (b) attend meetings and negotiate with representatives of creditors and other parties in interest; and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating in the Chapter 11; (c) take all necessary actions to protect and preserve the Debtors' estates including the prosecution of actions on their behalf, the defense of actions commenced against their estates, negotiations concerning litigation in which the Debtors may be involved and objections to claims filed against the estates; (d) prepare on behalf of the Debtors any necessary motions, applications, answers, orders, reports and other papers necessary to the administration of the estates; (e) advise the Debtors in connection with the sale of any assets; (f) appear before the Court, any appellate courts, and the U.S. Trustee, and protect the interest of the Debtors' estates before such courts and the U.S. Trustee; and (g) perform all other necessary legal services and provide all other necessary or appropriate legal advice to the Debtors in connection with the Chapter 11 cases. Cole Schotz will be paid at these hourly rates: Members and Special Counsel $420-$895 Associates $260-$475 Paralegals $175-$285 Litigation Support Specialists $295-$395 Cole Schotz will also be reimbursed for reasonable out-of-pocket expenses incurred. Ilana Volkov, member of Cole Schotz, 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. Pursuant to the Appendix B Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under United States Code by Attorneys in Larger Chapter 11 Cases (the "2013 UST Guidelines"), Cole Schotz disclosed that: -- Cole Schotz professionals working on this matter will bill at the firm's standard hourly rates. -- Cole Schotz was retained by the Debtors pursuant to an engagement agreement dated December 18, 2015. Cole Schotz rates were increased as of September 1, 2016, in accordance with the Cole Schotz's established billing practices and procedures. -- Cole Schotz is developing a prospective budget and staffing plan for the post-petition period that it will submit to the Debtors for approval. In accordance with the U.S. Trustee Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. Cole Schotz can be reached at: Marion M. Quirk, Esq. Nicholas J. Brannick, Esq. COLE SCHOTZ P.C. 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Tel: (302) 652-3131 Fax: (302) 652-3117 E-mail: mquirk@coleschotz.com nbrannick@coleshotz.com About DirectBuy Holdings DirectBuy Holdings Inc., headquartered in Merrillville, Indiana, is a membership buying club that operates under a franchise business model. DirectBuy Holdings, Inc., United Consumers Club, Incorporated, DirectBuy, Inc., Beta Finance Company, Inc., UCC Distribution, Inc., U.C.C. Trading Corporation, National Management Corporation, and UCC of Canada, Inc., each filed chapter 11 petitions (Bankr. D. Del. Lead Case No. 16-12435) on Nov. 1, 2016. The Debtors are represented by Marion M. Quirk, Esq., Nicholas J. Brannick, Esq., Michael D. Sirota, Esq., Ilana Volkov, Esq., Felice R. Yudkin, Esq., at Cole Schotz P.C. Prime Clerk LLC serves as their claims and noticing agent. Carl Marks & Co. serves as their financial advisor. Judge Christopher S. Sontchi has been assigned the cases. DirectBuy Holdings estimated $100 million to $500 million in both assets and liabilities. The petitions were signed by Michael P. Bornhorst, chief executive officer. The Company's Canadian subsidiaries were slated on Nov. 2, 2016, to commence proposal proceedings under the Bankruptcy and Insolvency Act ("BIA") to obtain an Order from the Ontario Superior Court of Justice approving proposals to be made by the Canadian Subsidiaries to their respective creditors under Part III of the BIA. Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed five creditors of DirectBuy Holdings, Inc., to serve on the official committee of unsecured creditors. DOUGLAS GEORGE JEFFERIES: Latest Plan to Pay Unsecureds in 90 Days ------------------------------------------------------------------ Douglas George Jefferies filed his latest Chapter 11 plan of reorganization, which proposes to pay unsecured creditors within three months after the closing on the sale of his real property. Under the latest plan, creditors holding Class 6 general unsecured claims will receive a pro-rata payment within 90 days after the closing on the sale of the Debtor's property in Washington, D.C. The original plan had proposed to pay general unsecured creditors, which assert a total of $123,097 in claims, within 60 days after the effective date of the plan. Payment to general unsecured creditors will be made from the remaining proceeds of the sale of the property worth $4.6 million, according to the latest disclosure statement filed on Nov. 17 with the U.S. Bankruptcy Court for the District of Columbia. A copy of the amended disclosure statement is available for free at https://is.gd/oNOz0l About Douglas George Jefferies Douglas George Jefferies, a resident of Columbia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 16-00109) on March 9, 2016. The Debtor is represented by Steven H. Greenfeld, Esq., at Cohen Baldinger & Greenfeld, LLC. DRIVERS SELECT: Disclosures Has Prelim. OK; Jan. 11 Plan Hearing ---------------------------------------------------------------- The Hon. Ben Barry of the U.S. Bankruptcy Court for the Western District of Arkansas has conditionally approved Drivers Select, Inc.'s disclosure statement filed on Nov. 23, 2016, with respect to a Chapter 11 plan filed on Nov. 23, 2016. The hearing on the final approval of the Disclosure Statement and confirmation of the Plan will be held on Jan. 11, 2017. Objections to the Disclosure Statement and plan confirmation must be filed by Dec. 28, 2016. Jan. 4, 2017, is the last day for returning the ballot for accepting or rejecting the Debtor's plan. Drivers Select, Inc., filed with the U.S. Bankruptcy Court for the Western District of Arkansas a disclosure statement referring to the Debtor's plan of reorganization dated Nov. 23, 2016. Class 3 General Unsecured Claims are impaired under the Plan. The holders will receive an annual payment of $5,000 for first 48 months paid pro rata, starting on the anniversary of the Effective Date of the Plan. Payments will continue until 120 months from the effective date of the Plan until holders recover 100%. The Debtor will fund its Plan by continuing its operations, and, from time to time, as may be determined by the sole judgment and discretion of the Debtor's management, additional offering of stock, or incurring debt. The Debtor's management will continue to be the pre-petition management the management being: Donna Grimes, Chief Financial officer; Lynda Jones, Chief Executive officer; and Roy Bohanan III, President. The Disclosure Statement is available at: http://bankrupt.com/misc/arwb16-70190-56.pdf Since 2001, Drivers Select, Inc., has been in the business of employment services, chiefly the brokering of truck driver services provided by independent owner-operators of tractor trailer rigs. Drivers Select, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ark., Case No. 16-70190) on Jan. 28, 2016. The Debtor is represented by Stanley V Bond, Esq., at Bond Law Office. 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 Drivers Select, Inc. EGIRA LLC: Hires Kivitz as Bankruptcy Counsel --------------------------------------------- Egira, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ the Law Offices of Marc R. Kivitz as counsel to the Debtor. Egira, LLC requires Kivitz to: a. advise the Debtor with respect to its powers and duties as debtor in its financial affairs and management and sale of its property; b. represent the Debtor in its defense of any proceeding instituted to reclaim property or obtain relief from the stay of Section 362(a) of the Bankruptcy Code; c. prepare any necessary applications, orders, reports, notices, and other legal documents and to appear in the debtor's behalf in proceedings instituted by or against the debtor; d. assist the Debtor in the preparation of its schedules, statement of affairs, and statement of executory contracts which may be required to be filed in this case; and e. represent the Debtor in its dealings with its creditors. Kivitz will be paid at these hourly rates: Marc R. Kivitz $400 Paralegal $200 Kivitz will also be reimbursed for reasonable out-of-pocket expenses incurred. Marc R. Kivitz, the Law Offices of Marc R. Kivitz, 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. Kivitz can be reached at: Marc R. Kivitz, Esq. LAW OFFICES OF MARC R. KIVITZ 201 N. Charles Street, Suite 1330 Baltimore, MD 21201 Tel: (410) 625-2300 About Egira, LLC Egira, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 16-25686) on November 30, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Marc Robert Kivitz, Esq., at the Law Office of Marc R. Kivitz. ENOR CORP: Disclosures Approved; Confirmation Hearing on Dec. 22 ---------------------------------------------------------------- The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the District of New Jersey has approved Enor Corporation's first amended disclosure statement referring to the Debtor's first amended plan of reorganization dated on Nov. 18, 2016. A hearing will be held on Dec. 22, 2016, at 11:00 a.m. for confirmation of the First Amended Plan. Written acceptances or rejections of the First Amended Plan must be filed by Dec. 15, 2016. About Enor Corp Enor Corporation is a plastics manufacturer that originally focused on the production of protective plastic sleeves and packaging for use in hobbies, photographic storage and the storage of collectible items. Enor operated out of two facilities, one in New Jersey and one in South Carolina, which are owned by affiliates. Enor Corporation sought Chapter 11 protection (Bankr. D.N.J. Case No. 15-32714) on Dec. 2, 2015. The petition was signed by Steven Udwin, director. Judge Vincent F. Papalia is assigned to the case. The Debtor disclosed assets of $248,659 and $5.20 million in debt. Jeffrey A. Cooper, Esq., at Rabinowitz, Lubetkin & Tully, LLC, serves as the Debtor's counsel. On Dec. 18, 2015, the U.S. Trustee's office established an official committee of unsecured creditors. On April 4, 2016, the Court entered an order authorizing the Committee to retain B. Riley & Co., LLC, as financial advisors. The Committee has hired Saul Ewing LLP as its legal counsel. No Chapter 11 trustee has been appointed in the case. EQUINIX INC: Fitch Affirms 'BB' Issuer Default Rating ----------------------------------------------------- Fitch Ratings has affirmed Equinix, Inc.'s Long-Term Issuer Default Rating at 'BB'. In addition, Fitch has also assigned a 'BBB-'/RR1 rating to the EUR500 million Term Loan that is expected to be issued to partially pre-fund the previously announced acquisition of data centers from Verizon for $3.6 billion or for general corporate purposes. Fitch's rating actions affect approximately $9.0 billion of total debt, including the $1.5 billion Revolving Credit Facility and $1.5 billion of capital leases. The Rating Outlook is Stable. The Stable Outlook is predicated upon Fitch's expectation of a balanced equity/debt financing for the $3.6 billion acquisition that is expected to close by mid 2017. Fitch's affirmation of Equinix's ratings follows the company's announcement on December 6th, 2016 it plans to acquire from Verizon 29 data center facilities (24 sites) for $3.6 billion; the company expects the transaction to be closed by mid-2017. Fitch expects the transaction will be funded with a balance mix of debt and equity and that Equinix's leverage pro forma for the acquisition financing will remain within the expectations of the current 'BB' IDR. Permanent acquisition financing that substantially deviate from Fitch's expectation could potentially lead to negative rating action. Fitch views Equinix's acquisition of the 29 Verizon data centers positively from a strategic perspective. The acquisition strengthens Equinix's position in the Americas with added capacity in existing markets, while expanding into new markets including Houston, Culpeper, and Bogota. The addition of Network Access Points (NAP) in Miami and Sao Paulo also strengthens Equinix's position into Latin America. The acquisition adds new markets to Equinix including Houston, Culpeper, and Bogota. In other locations, the acquired assets would add to Equinix's existing capacity. Houston and Culpeper also enable the company to penetrate into new market segments including energy and government sectors. The Miami site would serve as a major access point into Latin America, strengthening Equinix's interconnection to the region. Of the 29 data centers, 21 will be facilities owned by Equinix; the company projects that post acquisition, 40% of its global revenues will be generated from owned assets, up from 35% prior to the acquisition. Equinix projects the acquired assets to generate $450 million in revenues in the first twelve months, and $270 million in EBITDA, implying EBITDA margin of 60%, above Equinix current EBITDA margin of 45%. The higher margin reflects the maturity and higher utilization of the Verizon data centers and exclusion of G&A expenses from the acquisition. The acquisition would increase these Equinix Americas operating profile: -- Revenues increase by 26%; -- EBITDA increase by 33%; -- Number of IBXs increase by 53%; -- Gross capacity (sq. ft.) increase by 42%; -- Verizon's portfolio of 900 customers in the acquired facilities; -- Accelerates business relationships in government and energy sectors. Key concerns for the acquisition include: Elevated leverage post acquisition and permanent funding mix between equity and debt. Fitch anticipates Equinix to grow its EBITDA in 2018 and Fitch rent-adjusted leverage to decline to below 5.0x within the 12 to 18 months following the acquisition. The ratings and Outlook are supported by Equinix's leading market position and world-class reputation in data center colocation, geographically diverse and network-dense footprint, central position in the emerging hybrid cloud ecosystem, secular demand drivers for data center outsourcing, recurring revenue and stable customer base. Rating constraints include negative free cash flow from capital intensity and required REIT dividends, modest expected deleveraging over the rating horizon, debt-funded acquisitions, competitive nature of the data center industry and low unencumbered asset coverage. KEY RATING DRIVERS Rating strengths include: -- Scale, network density and reputation as a world-class premium colocation provider; -- Increasing interconnection revenue mix is the positive driver for growth, profitability, and retention; -- Stable business model highlighted by over 90% recurring revenue and churn consistently in the 2.0-2.5% range; -- Low customer concentration - its largest and top 10 customers account for 3.1% and 16.9% of total revenue, respectively. Rating concerns include: -- Capital intensity from the high cost of building new capacity; Fitch expects capital intensity in the mid-20% range over the rating horizon; -- Required REIT dividends constrain FCF and limit ability to delever outside of EBITDA growth; -- Low unencumbered asset coverage due mainly to leasing the majority of its square footage. KEY ASSUMPTIONS Fitch's key assumptions within our rating case for the issuer include: -- Organic revenue growth of about 10% to 11% over the rating horizon excluding the Verizon acquisition; Fitch assumes contribution from the acquisition to start after mid-2017 with normalized growth rate of 3% as they are operating at a higher utilization rate; -- Fitch assumes the higher EBITDA margin from the acquired assets to provide a one-time enhancement to Equinix's operating profile, and normalizes thereafter; -- Recurring capex to scale with the higher revenue forecast at 4% of revenue; expansion capex of $50,000 per cabinet addition. Capex/revenue ratio in the mid-20% range over the rating horizon; -- Dividend payout ratio of approximately 45% to 50% of AFFO; -- FCF negative over the rating horizon; deficit financed through revolver draws; -- Balanced financing between equity and debt to fund the balance of Verizon data center acquisition. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a negative rating action include: -- Debt-financed acquisitions that increase leverage or dilute margins; financial impact will be considered in context of strategic rationale; -- Fitch's expectation of leverage (rent-adjusted) sustaining above 5.0x; or secured leverage sustaining above 3.0x -- Increased liquidity risk, potentially resulting from limited revolver availability as debt maturities approach. Future developments that may, individually or collectively, lead to a positive rating action include: -- Fitch's expectation of leverage (rent-adjusted) sustaining below 4.0x; -- Unencumbered asset coverage of about 2.0x; -- Consistent positive free cash flow generation, but still allowing for sufficient capital investment to maintain market leadership and premium offering. LIQUIDITY Fitch believes that negative free cash flow over the rating horizon will cause Equinix to rely heavily on external funding to support its liquidity needs. As of Sept. 30, 2016, the Company had $1.46 billion available under its $1.5 billion revolver ($39.7 million LOCs and $0 drawn). Required REIT dividend distributions will make it difficult for Equinix to add meaningfully to its cash balance ($988 million of cash and cash equivalents as of 30 September 2016). Fitch expects that Equinix will limit its revolver borrowings by raising new debt within the next few years. Failure to do so may result in heightened liquidity risk as debt maturities approach, and may result in a negative rating action. While other REITs can often leverage unencumbered assets to address liquidity needs, Equinix's data centers are mostly leased, limiting sources of contingent liquidity. Its owned facilities, however, are mainly in top global markets, which should imply a lower capitalization rate in a sale or financing. Excluding Verizon, Fitch estimates unencumbered asset coverage of about 1.2x, assuming a 25% haircut to Company-owned net operating income (NOI) to account for ground leases on eight of its thirty-one owned facilities (Equinix does not disclose NOI by facility). This figure is subject to change, however, once there is more clarity around pro forma owned asset composition and associated NOI. Equinix's ability to leverage owned facilities may be limited by the availability of mortgage capital for data centers, which is not as deep compared with other commercial real estate property types. FULL LIST OF RATING ACTIONS Fitch has affirmed theses: Equinix, Inc. -- Long-Term IDR at 'BB'; -- $1,500 million senior secured Revolving Credit Facility at 'BBB-'/RR1; -- Senior secured Term Loan A at 'BBB-'/RR1; -- Senior secured Term Loan B at 'BBB-'/RR1; -- $3,850 million of unsecured Senior Notes due 2020-2026 at 'BB'/RR4. Fitch rates these: -- New EUR500 million senior secured Term Loan B at 'BBB-'/RR1. EVERGREEN HEALTH: Rankins Buying Caseville Property for $205K ------------------------------------------------------------- Evergreen Health Services, Inc., and Richard Kelterborn and Janis Meredith-Kelterborn, ask the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the sale of the property located at 4330 Port Austin Road, Caseville, Michigan, outside the ordinary course of business to Daniel and Kelli Rankin for $205,000. On Sept. 28, 2016, Health Services filed its voluntary petition for relief under Chapter 11 of Title 11, United States Code. Pursuant to Sections 1107 and 1108 of the Bankruptcy Code, Health Services is continuing to operate its business and manage its properties and assets as a debtor-in-possession. Also on Sept. 28, 2016, the Janis Meredith-Kelterborn, Evergreen's sole shareholder, officer and director, filed a joint voluntary petition with her husband, Richard Kelterborn, for relief under Chapter 11 of the Code styled In re: Richard Kelterborn and Janis Meredith-Kelterborn, Case No 16-53330. The Kelterborns continue to manage their assets as Debtors-in-Possession. Due to the close and intertwined relationship between Evergreen and the Kelterborns, Evergreen and the Kelterborns filed an amended motion for joint administration of their respective cases. On Oct. 31, 2016, the Court granted the motion for joint administration and on Nov. 2, 2016, entered an order directing the joint administration of the Evergreen and Kelterborn cases. In October 2014, Debtor Richard Kelterborn entered into a Residential Real Estate Listing Agreement with Osentoski Realty with Dale Ignash as the Broker, a reputable broker in the Caseville, Michigan area and listed the Property for sale with a listing price of $325,000. The Property was continuously listed with Osentoski Realty through October 2015. On Dec. 15, 2015, the Debtor Richard Kelterborn entered into a marketing agreement with David L. Kraft Realty Co., LLC and the Property was again listed for sale with a listing price of $299,900. The asking price was subsequently reduced to $289,000. The listing agreements expired prior to the Petition Date. The brokers and the Debtor Richard Kelterborn actively marketed and attempted to sell the Property during the listing periods to no avail. Because of market conditions and the unique nature of the Property, the brokers and Debtor Richard Kelterborn were unsuccessful in selling the Property. In fact, despite multiple showings there were no offers made during either of the listing periods. The Property has substantial deferred maintenance and is in need of a new furnace, new roof and the siding is covering asbestos and needs to either be removed and remediated or sealed. The Property lacks adequate parking and does not have sufficient acreage to add a garage. As a result of the deferred maintenance and parking issues, the Property is difficult to market. Subsequent to the expiration of the listing period and after the Petition Date, the Debtor Richard Kelterborn received a proposed Purchase Agreement for the Property from the Debtor Janis Meredith-Kelterboen's son's wife Cynthia Hecht in the amount of $125,000. The Debtors filed a motion seeking authority to conduct a sale through an auction process relying on the Hecht Offer as the Stalking Horse Bid ("Original Sale Motion"). The Internal Revenue Service, a secured party on the Property, informally indicated it would object to the Original Sale Motion. Subsequent to the filing of the Original Sale Motion, Debtor Richard Kelterborn received a Buy and Sell Agreement from the Rankins, husband and wife, for the purchase of the Property at a purchase price of $205,000.00 ("Purchase Agreement"). A copy of the Buy and Sell Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Evergreen_Health_96_Sales.pdf The material terms of the Purchase Agreement are: a. The Rankins will purchase the Property $205,000; b. Within 5 days of acceptance of the Purchase Agreement, which agreement was accepted by Debtor Richard Kelterborn on Dec. 6, 2016, the Rankins are required to escrow $10,000 as a good faith deposit earnest money deposit; c. The closing will occur on Jan. 31, 2017; d. The sale is "as is, where is"; e. The bunkbeds in the upstairs bedroom shall be included in the purchase; f. The sale is contingent upon the Rankins obtaining a mortgage commitment which has been provided to Debtors; g. Debtor Richard Kelterborn will transfer all of his right, title and interest in the Property to the Rankins via a Warranty Deed at the closing; and h. The sale is contingent upon Court approval. The Internal Revenue Service has consented to the private sale of the Property to the Rankins based on the terms of the Purchase Agreement. On Dec. 6, 2016, Debtor Richard Kelterborn and the Rankins executed the Purchase Agreement. On Dec. 9, 2016, the Debtors filed a Notice of Withdrawal of the Original Sale Motion. The Debtor Richard Kelterborn wishes to proceed with the sale of the Property to the Rankins. Sale of the Property through the Private Sale as set forth in the Purchase Agreement is necessary for an effective reorganization of the Kelterhorns' debt. The proceeds will eliminate Debtor Richard Kelterborn's individual debt to the Huron County Treasurer and will substantially reduce the Kelterborns' joint individual obligations to the Internal Revenue Service. Although there is no active listing agreement, the Internal Revenue Service has agreed to the payment of a commission to Osentoski Realty, the realty firm that located and presented the buyers to Debtor Richard Kelterbom, in the amount of 4.5% or $9,225. The remaining proceeds, less standard seller's closing costs will be available for distribution to Debtor Richard Kelterborn's creditors. Other than the secured claims of the Huron County Treasurer and the Internal Revenue Service, the Debtors do not believe that any liens, claims or encumbrances exist against the Property. However, to the extent that there are liens, claims, or encumbrances against the Property, the Property will be transferred free and clear of same pursuant to 11 U.S.C. Section 363(f), and such liens will attach to the proceeds of sale. The Debtors propose that upon the closing of the sale, the 4.5% commission would be paid to Osentoski Realty. The secured claim of the Huron County Treasurer will be paid in full upon the closing of the sale. In addition, the secured claim of the Internal Revenue Service for the Kelterborns' 2010 joint individual income taxes in the amount of $145,286, plus interest as of the Petition Date in the approximate amount of $2,079 (assuming a closing on Jan. 31, 2017), will be paid at closing. The balance of the sale proceeds, less any standard closing costs assessed against seller, will be placed in an escrow account with Debtors' counsel, Strobl & Sharp, P.C., until the time of confirmation of Debtors' plan of reorganization. Upon the entry of an order confirming plan, Strobl & Sharp, acting as escrow agent, will distribute funds pursuant to the order confirming plan. The Debtors ask that the Court enter an Order authorizing the sale of the Property to the Rankins free and clear of liens, claims, encumbrances and interest and transferring liens to proceeds. The Debtor Richard Kelterborn also asks that the Court finds that the Purchaser is entitled to the protections provided by Section 363(m) of the Bankruptcy Code in connection with the proposed Sale. Due to the need to transition the Property as quickly as possible and in order to protect and preserve the Property, the stay as set forth in Fed. R. Bank. P. 6004 (h) should be waived. As the motion raises no novel issues of fact or law, and the legal basis relied upon by the Debtor Richard Kelterbon has been adequately set forth, the Debtors ask that the requirement of a separate memorandum of law be waived. About Evergreen Health Services Evergreen Health Services, Inc., sought chapter 11 protection (Bankr. E.D. Mich. Case No. 16-53329) on Sept. 28, 2016, the same date that Janis Meredith-Kelterborn, the Debtor's sole shareholder, officer and director, filed a joint voluntary chapter 11 petition with her husband Richard Kelterborn. Evergreen's petition was signed by Janis Kelterborn, as president. Evergreen estimated assets in the range of $100,001 to 500,000 and $500,001 to $1,000,000 in debt. The Debtor tapped Lynn M. Brimer, Esq. and Pamela S. Ritter, Esq., at Strobl & Sharp, P.C., as counsel. FANNIE MAE & FREDDIE MAC: If You're Going to Lie, LIE BIG! ---------------------------------------------------------- By David Fiderer -- davidfiderer@gmail.com -- Speaking on a panel on GSE reform at the 23rd Annual Distressed Investing Conference on Mon., Nov. 28, 2016, Michael Frantantoni, chief economist for the Mortgage Bankers Association, invoked the, "implicit-GSE-guarantee-didn't-work-so-we-must-have-an-explicit-government-guarantee-of-residential-mortgage-securitizations" meme. As he put it: "What were some of the issues? A lot of it had to do with the ambiguity of these [government sponsored] enterprises. What was talked about was an implicit guarantee. You remember that during the end of June 2008 there were concerns about Freddie's ability to roll over their short term debt. And if you read Hank Paulson's biography, he was allegedly being threatened that China and Russia were going to pull back on their holdings of GSE securities, right? "So this ambiguity about what the government was standing behind and what they weren't was a real problem for the market. And again for our members having a stable secondary market was incredibly important. I think fixing that implicit versus explicit backing was incredibly important. "The second aspect of that is if you want to support the market it probably makes more sense to support the MBS." Ponder that for about 30 seconds. If the GSEs ever faced difficulty rolling over their short-term debt, do you think you might remember the headlines? In 2008 the GSEs were the only major source of liquidity in the $11 trillion U.S. mortgage market. So any suggestion of a disruption would have destabilized the broader system. Which is why any investor, including Chinese officials, would have wanted assurances that the unthinkable would never come to pass. What debt funding problems? And nothing remotely like that ever came to pass. There was never a moment, ever, when the GSEs lacked access the unsecured debt markets. It is misleading to suggest otherwise. In 2008, the companies' cost of debt, measured as a spread over treasuries, did rise, but not nearly as much as it did for other financial institutions, including other beneficiaries of an implicit guarantee, such as Citigroup, Bank of America and JPMorgan. "Fannie Mae 10-year yield spreads narrowed by 1 basis point to 76.6 basis points, [over Treasuries]," reported Reuters on July 1, 2008. On September 3, 2008 the Reuters headline was, "Fannie Mae, Freddie Mac debt funding smooth," because both companies, "drew solid demand for $5 billion of new securities on Wednesday." On Friday evening the GSEs were informed of the impending government takeovers. Anyone who followed the GSEs would know why the market never signaled any concerns about debt rollovers. Both companies held sufficient cash and cash equivalents to repay any debt that matured. Because the GSEs never had access to the discount window at the Fed, they always maintained 90-days liquidity. (Though banks could always pledge GSE securities and securitizations with the Fed.) Unlike companies in the shadow banking system, the GSEs did not fund long-term assets (loans) primarily with short-term debt. Look at their 2008 balance sheets. Unlike the Wall Street banks, the GSEs never consumed a lot of liquidity in trading securities and derivatives, or in funding their corporate commitments when the commercial paper market shut down. Most of the credit extended by the GSEs was unfunded, in the form of guarantees. Unlike the banks, the GSEs always generated robust positive cash flows because mortgages on the balance sheet always show a significant prepayment rate. GSE stock prices did get hammered, largely because of White House leaks detailing the long-planned takeover of the GSEs. (And because of Hank Paulson's illegal tip-off to hedge fund managers who could turn a quick buck by shorting the stock.) True, plummeting stock prices may be an early warning sign of future liquidity problems, but not when the government signals that its equity investment to shore up the companies may be highly dilutive. Moreover, Fannie's public reports show precisely how it funded itself each month. And you can see how nothing much changed during the months leading up to the government takeover imposed on September 6, 2008. The imaginary problem of an implicit GSE guarantee is used as the pretext for GSE "reform" that extends government guarantees on private label deals. Until very recently, conventional wisdom in Washington dictated a singular path toward housing finance reform. That path leads to the abolition of Fannie Mae and Freddie Mac, which would be replaced by some new, untested system. The basic idea is that that the government shall insure the catastrophic risk in privately issued mortgage securitizations. That is, private players shall assume the credit and interest rate risk on the first 10% loss, while the federal government shall insure the remaining 90%. This setup of private-public risk sharing would replace the GSEs. The template was a centerpiece in a 2011 Treasury Report, "Path Forward for Reforming America's Housing Finance Market.â€ Later the template would be embodied in the Corker-Warner bill, the Johnson-Crapo bill, and in "A More Promising Road to GSE Reform," and in papers by like-minded individuals. The reform template was rolled out before anyone knew what hit them. The ground was first laid for this familiar path on October 31, 2008 when Fed Chairman Ben Bernanke addressed a symposium with his prepared remarks titled, "The Future of Mortgage Finance." Bernanke decreed that the future must not include the GSE business model, which financed mortgages as a private corporation. He conveyed the impression that the replacement for the GSEs must operate with an explicit U.S. government guarantee, making it the functional equivalent to FHA or Ginnie Mae, could work. He said: "[T]he recent legislation [HERA] does not fully resolve the fundamental conflict between private shareholders and public purpose that is the source of many concerns about the GSEs. Considering some alternative forms for the GSEs (or for mortgage securitization generally) during this "time out" thus seems worthwhile. Needless to say, however, even if alternative organizational structures are considered for the future, the U.S. government's strong and effective guarantee of the obligations issued under the current GSE structure must be maintained. From then on, the idea that mortgage securitizations must benefit from an express government guarantee became a shibboleth among many GSE reformers. Bernanke explained the GSEs' "inherent conflict" with a made-up story: "[T]he existing GSE model involves an inherent conflict between the objectives of the companies' private shareholders and the objectives of public policy. For example, the GSEs were reluctant earlier this year to raise capital and to expand their operations, even though this would have helped financial and macroeconomic stability at a time of much-reduced mortgage availability. The GSEs' disinclination to support the mortgage market was motivated by the fact that raising additional capital would have diluted the values of the holdings of the existing private shareholders." It's nonsense, because the GSEs were in the process of raising preferred shares, which are not dilutive. In May 2008 Fannie had raised $7 billion in capital this way. It's important to remember that when Bernanke spoke in October 2008, the GSEs had not yet released their third quarter 2008 financials. According to their second quarter financials, they were more than adequately capitalized. So Bernanke's condemnation of the GSE business model was never based on any empirical data or analysis. It reflected his ideological agenda. "It would seem advisable to retain some means of providing government support to the mortgage securitization process during times of turmoil," said Bernanke. "One possible approach, suggested by Federal Reserve Board economists Diana Hancock and Wayne Passmore, is to create a government bond insurer, analogous to the Federal Deposit Insurance Corporation." (Note that Bernanke referred to the "mortgage securitization process," which was a much broader category than GSE securitization.) A few hours later at the same event, Hancock and Passmore presented their idea to create a government bond insurer for all securitizations. The final version of their 2008 presentation was published in The B.E. Journal of Economic Analysis & Policy in 2009. Hancock and Passmore continued to develop their idea for a GSE alternative, and in August 2010 the Fed published their paper, "An Analysis of Government Guarantees and the Functioning of Asset-Backed Securities Markets," which was then repackaged as another paper presented at a Brookings Institution conference on GSE reform on February 11, 2011. Its title: "Catastrophic Mortgage Insurance And The Reform Of Fannie Mae And Freddie Mac." Though the text of their papers is somewhat obfuscatory, Hancock and Passmore's oral and slide presentations are very clear. They leave no doubt as to why they believe the GSE implicit guarantee didn't work. "The GSE debt holders ran, given the probability of substantial losses even with the credit guarantee," said Passmore. "And that was because capital was inadequate, values of the portfolio were opaque and they were unsecured." Passmore and Hancock did not misspeak, or exaggerate or embellish. They just made it up this wild totally false story out of thin air. Why? because they needed to show that the implicit guarantee of Fannie and Freddie did not work. So they assigned the failures of the private label securitization market on to the GSEs. That way, they could justify their agenda, which was to abolish the GSEs and get a government guarantee covering private label deals. If you're going to lie, LIE BIG. None of the other speakers at the Brookings conference, including Frantantoni, seemed to notice. About Fannie Mae and Freddie Mac Federal National Mortgage Association (OTCQB: FNMA), commonly known as Fannie Mae -- http://www.FannieMae.com/-- is a government-sponsored enterprise (GSE) that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. A brother organization of Fannie Mae is the Federal Home Loan Mortgage Corporation (FHLMC), better known as Freddie Mac. Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. During the time of the subprime mortgage crisis, on Sept. 6, 2008, Fannie Mae and Freddie Mac were placed into conservatorship by the U.S. Treasury. The Treasury committed to invest up to $200 billion in preferred stock and extend credit through 2009 to keep the GSEs solvent and operating. Both GSEs are still operating under the conservatorship of the Federal Housing Finance Agency (FHFA). In exchange for future support and capital investments of up to $100 billion in each GSE, each GSE agreed to issue to the Treasury (i) $1 billion of senior preferred stock, with a 10% coupon, without cost to the Treasury and (ii) common stock warrants representing an ownership stake of 79.9%, at an exercise price of one-thousandth of a U.S. cent ($0.00001) per share, and with a warrant duration of 20 years. Financial Results As of Sept. 30, 2016, Fannie Mae had $3.25 trillion in total assets, $3.25 trillion in total liabilities and $4.17 billion in total equity. As of Sept. 30, 2016, Freddie Mac had $2.015 trillion in total assets, $2.011 trillion in total liabilities and $3.510 billion in total equity. For the nine months ended Sept. 30, 2016, Fannie Mae reported net income of $7.27 billion on $79.88 billion of total interest income compared with net income of $8.48 billion on $82.07 billion of total interest income for the nine months ended Sept. 30, 2015. For the nine months ended Sept. 30, 2016, Freddie Mac reported net income of $2.968 billion on $49.16 billion of total interest income compared with net income of $4.218 billion on $50.21 billion of total interest income for the nine months ended Sept. 30, 2015. FANSTEEL INC: Hires Dorset Partners as Business Broker ------------------------------------------------------ Fansteel, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the Southern District of Iowa to employ Jeffrey Sands and Dorset Partners, LLC as business broker, to act as its exclusive intermediary and Advisor for a term of 6 months to assist with and manage the sale process of American Sintered Technology ("AST"). Dorset Partners will pursue buyers for AST and will do so with good intent and as close to schedules, deadlines and estimates as reasonably possible. Dorset will undertake a comprehensive selling service program and will act as Manager of the Program as well as Advisor for Buyer on a reasonable effort basis. The proposed terms of employment of Dorset Partners are as follows: (a) 6% of the first million dollars of the Transaction Value; (b) 5% of the second million dollars of the Transaction Value; (c) 4% of the third million dollars of the Transaction Value; (d) 3% of the fourth million dollars of the Transaction Value; (e) 2% of the fifth million dollars of the Transaction Value; and (f) 1% of all remaining dollars of the Transaction Value. For example, a $2.5 Million sale would pay $130,000.00. Dorset Partners will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey Sands, managing partner of Dorset Partners, 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. Dorset Partners can be reached at: Jeffrey Sands DORSET PARTNERS, LLC P.O. Box 67 397 Fern Hill, Suite 201 Dorset, VT 05251 Tel: (802) 867-2456 E-mail: Jeff@DorsetPartners.com About Fansteel Inc. Headquartered in Creston, Iowa, Fansteel operates four business units at four locations in the USA and one in Mexico with a workforce of more than 600 employees. Fansteel generated approximately $87.4 million in revenue in 2015 on a consolidated basis. WDC contributes approximately 67% of Fansteel's sales. The rest of the sales are generated from Intercast, a division of Fansteel, and other non-debtor subsidiaries, as disclosed in court documents. Fansteel, Inc., d/b/a Fansteel Intercast, d/b/a Fansteel Wellman Dynamics, d/b/a Fansteel American Sintered Technologies, Wellmand Dynamics Corporation, and Wellman Dynamics Machinery & Assembly, Inc. filed chapter 11 petitions (Bankr. S.D. Iowa Lead Case No. 16-01823) on Sept. 13, 2016. The petitions were signed by Jim Mahoney, CEO. The Debtors are represented by Jeffrey D. Goetz, Esq. and Krystal R. Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C. The cases are assigned to Judge Anita L. Shodeen. The Debtors disclosed total assets of $32.9 million and total debt of $41.97 million. The U.S. Trustee for Region 12 on Sept. 23, 2016, appointed nine creditors of Fansteel Inc. to serve on the official committee of unsecured creditors. FIVE LOTS: Blair Irish To Be Paid in Full in 36 Months ------------------------------------------------------ Five Lots LLC filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement dated Nov. 28, 2016, referring to the Debtor's plan of reorganization. Class IV -- the $17,300 Unsecured Claims of Blair Irish Hubbard & Erhart, PLC -- are impaired under the Plan. Class IV will be paid in full, without interest, within 36 months of the Effective Date. No periodic payments proposed to this class. The unsecured claim of BVH will continue to be litigated to a conclusion by the Debtor. BVH will be paid to the extent its claim is allowed by the Court. After completion of discovery it is the intention of the Debtor to amend its objection to seek its attorney fees and costs from BVH for the necessity of objecting to its two proof of claims filed in this proceeding. If the actions of BVH result in 5 Lots selling its lot, more commonly known as 10915 East Shea Boulevard, Scottsdale, Arizona 85259 for less than the $1 million price currently offered by Three Girls, LLC, it is also the intention of the Debtor to sue BVH and recover the difference between a lesser sales price and the foregoing offer from Three Girls, LLC. The funding for this plan of reorganization will come from the sale of the four lots owned by the Debtor, who has not obtained an appraisal on the lots. The Debtor will continue to market its other three lots in order to fund the Plan. The Debtor believes that by seeking buyers other than BVH it can only enhance its ability to sell one or more of its lots and funds its plan of reorganization. The Disclosure Statement is available at: http://bankrupt.com/misc/azb16-06224-115.pdf The Plan was filed by the Debtor's counsel: David Allegrucci, Esq. ALLEGRUCCI LAW OFFICE, PLLC 307 North Miller Road Buckeye, AZ 85326 Tel: (623)412-2330 Fax: (623)878-9807 E-mail: david.allegrucci@azbar.org About Five Lots LLC Five Lots LLC filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-06224 ) on June 1, 2016, Pro Se. David Allegrucci, Esq., at Allegrucci Law Office PLLC in Buckeye, Arizona, was appointed as the Debtor's legal counsel on July 28, 2016. FRANK W. KERR: Sale of Antitrust Claims to FWK for $330K Approved ----------------------------------------------------------------- Judge Maria L. Oxholm of the the U.S. Bankruptcy Court for the Eastern District of Michigan authorized Frank W. Kerr Co.'s sale of its antitrust claims to FWK Holdings, L.L.C., for $330,000. The sale and assignment of the antitrust claims to FWK vests FWK with all right, title, and interest of the Debtor to the antitrust claims free and clear of any and all liens, claims, and encumbrances. Notwithstanding Bankruptcy Rules 6004 and 6006, the Order will be effective and enforceable immediately upon entry and its provisions will be self-executing. Time is of the essence in closing the sale and assignment referenced, and the Debtor and FWK intend to close the sale as soon as practicable. Any party objecting to the Order must exercise due diligence in filing an appeal and pursuing a stay, or risk its appeal being foreclosed as moot. If and to the extent that Section 362 may be applicable to a particular action in connection with the FWK Agreements and the sale and assignment, the automatic stay pursuant to Section 362 of the Bankruptcy Code is lifted with respect to the Debtor to the extent necessary, without further order of the Court, to allow FWK to deliver any notice provided for in the FWK Agreements and allow FWK to take any and all actions permitted under the FWK Agreements in accordance with the terms and conditions thereof. About Frank W. Kerr Co. Frank W. Kerr Co. sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 16-51724) on Aug. 23, 2016. McDonald Hopkins, PLC serves as the Debtor's legal counsel, and Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting agent. The Debtor hired Conway Mackenzie Management Services, LLC as restructuring consultant and Jeffrey K. Tischler as chief restructuring officer. On Sept. 28, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee tapped Lowenstein Sandler LLP as lead counsel; Wolfson Bolton PLLC as local counsel; and BDO USA, LLP, as financial advisor. FREEDOM MARINE: Latest Plan to Pay Broward Within 1 Year -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida is set to hold a hearing on December 16, at 10:00 a.m., to consider approval of the disclosure statement explaining the Chapter 11 plan of Freedom Marine Finance, LLC. The hearing will take place at the U.S. Courthouse, Courtroom 308, 299 East Broward Boulevard, Fort Lauderdale, Florida. Objections are due by December 9. Freedom Marine's latest plan filed on November 17 proposes to pay the full amount of the claim held by Broward County Environmental Protection in equal monthly payments over one year. The original plan had proposed to pay Broward, the company's lone general unsecured creditor, over three years. A copy of the amended disclosure statement, which explains the plan, is available for free at https://is.gd/JgL7qB About Freedom Marine Freedom Marine Finance, LLC, is presently owned by Todd Littlejohn. Mr. Littlejohn has been involved in the marine industry his entire life. He has managed the marina owned by the Debtor through the real estate crash and has brought the business back from near closure to the point that it is now profitable. Freedom Marine Finance sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-18448) on June 13, 2016, disclosing under $1 million assets and liabilities. The petition was signed by Todd Littlejohn, president. David W. Langley has been approved by the Court as the Debtor's bankruptcy counsel. No official committee of unsecured creditors has been appointed in the case. FUNCTION(X) INC: Appoints Frank Barnes as Independent Director -------------------------------------------------------------- Function(x) Inc. announced that as a result of the appointment of Frank E. Barnes III as an independent director of the Company effective Nov. 30, 2016, the Company received formal notification from Nasdaq of its compliance with Nasdaq Listing Rules 5605(b)(1) and 5605(c)(2) on Dec. 6, 2016. Mr. Barnes is a member of each of the Company's Audit, Compensation and Nominating and Corporate Governance committees and joins Messrs. Robert F.X. Sillerman, Peter Horan, Michael Meyer and Mitchell Nelson on the Board. "Mr Barnes' 30 years of extensive experience and financial expertise in the media, entertainment and other industries adds a valuable perspective to our Board of Directors," says Mr. Sillerman, chairman and CEO of Function(x). "We appreciate his willingness to serve as an independent director and look forward to benefitting from his judgment and counsel as we enter a new phase of the Company growth and build up on our current successes." As the executive director of Carolina Barnes Corporation, and president of its former NASD/FINRA-registered broker-dealer, Mr. Barnes has broad experience in making principal investments in and serving as financial and strategic senior advisor to growth companies with responsibilities for recapitalizations, private placements, mergers and acquisitions, and going public transactions. Prior to founding Carolina Barnes in 1989, Mr. Barnes was employed with Mabon Nugent & Co., a privately held investment banking firm, as the executive vice president responsible for its investment and merchant banking groups. In addition to his responsibilities within Carolina Barnes, Mr. Barnes has served as chief revenue officer and director of Storage Blue Equities LLC, a self-storage warehouse business, and as president and director of Ocean State Windpower Inc., a manufacturer of wind turbine generators. Throughout the course of his career, Mr. Barnes has served both as a senior executive and on the board of directors of over a dozen companies, including serving as a director and member of the Nominating and Corporate Governance Committee and Special Committee of SFX Entertainment Inc. Following the appointment of Mr. Barnes, the Company received formal notification from Nasdaq that it has satisfied all the requirements relating to the Rules, which required that the Company have three independent directors on its Audit Committee and maintain a majority of independent directors at all times. Upon the resignation of Ms. Birame Sock as an independent director on Aug. 1, 2016, in connection with her appointment to serve as president and chief operating officer of Function(x), the Company no longer met such criteria and had 6 months to nominate a new independent director. Messrs. Barnes, Horan and Meyer, all independent, are a majority of the Company's Board of Directors and constitute all the members of the Audit Committee, putting the company in full compliance as it relates to Board structure. About Function(x)Inc. Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). The Company's segments include Wetpaint, which is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion; Choose Digital, which is a business-to-business platform for delivering digital content; DDGG, which is a business-to-business operator of daily fantasy sports, and Other. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. The Company incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Sept. 30, 2016, Function(x) had $33.07 million in total assets, $27.51 million in total liabilities and $5.55 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. FUNCTION(X) INC: Borrows Add'l $300,000 from Sillerman Investment ----------------------------------------------------------------- As previously disclosed by Function(x) Inc. in a Form 8-K filed on June 12, 2015, Sillerman Investment Company IV, LLC, an affiliate of Robert F.X. Sillerman, the Company's executive chairman and chief executive officer of the Company, agreed to provide a line of credit to the Company. On Dec. 7, 2016, the Company borrowed an additional $300,000 under the Line of Credit. The principal amount now outstanding under the Line of Credit is $2,364,586 and the Company is entitled to draw up to an additional $2,635,414 under the Line of Credit. About Function(x)Inc. Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). The Company's segments include Wetpaint, which is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion; Choose Digital, which is a business-to-business platform for delivering digital content; DDGG, which is a business-to-business operator of daily fantasy sports, and Other. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. The Company incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Sept. 30, 2016, Function(x) had $33.07 million in total assets, $27.51 million in total liabilities and $5.55 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. GARDENS REGIONAL: Asks for April 31 Plan Filing Period Extension ---------------------------------------------------------------- Gardens Regional Hospital and Medical Center, Inc. asks the U.S. Bankruptcy Court for the Central District of California to extend its exclusive periods to file a chapter 11 plan and solicit acceptances to the plan through April 31, 2017 and July 1, 2017, respectively. The Debtor currently has until January 31, 2017 to file a plan of reorganization, and until April 1, 2017 to solicit acceptances to the plan. The Court had previously approved the sale of substantially all of the Debtor's assets to Strategic Global Management, Inc. for $19.5 million. Strategic Global Management subsequently assigned its rights to purchase the Debtor's assets to KPC Gardens Medical Center, Inc. The Debtor relates that it worked diligently with its counsel to prepare and file an Application with the California Attorney General, for the approval of the sale to KPC Gardens. The Debtor further relates that the Attorney General approved the proposed sale, subject to certain conditions which are being reviewed and considered by the Debtor and KPC Gardens. The Debtor tells the Court that the sale has not yet closed. The Debtor further tells the Court that it is currently using the period to, among other things: (a) close a sale; (b) prepare objections to claims; (c) resolve disputes over pending non-bankruptcy litigation and arbitration; and (d) prepare a liquidating plan in cooperation with KPC Gardens and the Official Committee of Unsecured Creditors. The Debtor believes that the Official Committee of Unsecured Creditors is using the period to review and consider any potential objections to the secured claims of the Prepetition Secured Creditors. The Debtor anticipates having a plan ready to file and serve within one month after the sale to KPC Gardens closes, but needs more time than originally expected because the Attorney General took longer than anticipated to approve the sale, and because the parties must evaluate and consider the conditions imposed by the Attorney General on the sale, before a sale can be completed. About Gardens Regional Hospital and Medical Center, Inc. Gardens Regional Hospital and Medical Center, Inc., fka Tri-City Regional Medical Center, leases a 137- bed, acute care hospital doing business at 21530 South Pioneer Boulevard, Hawaiian Gardens, Los Angeles, California. It provides a full range of inpatient and outpatient services, including, but not limited to, medical acute care, general surgical services, bariatric surgery services (for weight loss), spine surgery services, orthopedic and sports medicine and joint replacement services, wound care and pain management services, physical therapy, respiratory therapy, outpatient ambulatory services, diagnostic services, radiology and inpatient/outpatient imaging services, laboratory and pathology services, geriatric services, and community wellness and education programs. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 16-17463) on June 6, 2016, estimating its assets at between $1 million and $10 million, and liabilities at between $10 million and $50 million. The petition was signed by Brian Walton, chairman of the Board. Judge Ernest M. Robles presides over the case. Samuel R Maizel, Esq., and John A Moe, Esq., at Dentons US LLP serves as the Debtor's bankruptcy counsel. GARRY KING: Dec. 15 Auction of Personal Property by Powell Approved ------------------------------------------------------------------- Judge Suzanne H. Bauknight of the U.S. Bankruptcy Court for the Eastern District of Tennessee authorized the sale by Garry Edward King and Hope Moore King of their 2004 Taylor Made Trailer, 2006 Hurst Trailer Model 161, 2007 Honda Accord, and a 2007 Chevrolet Silverado at auction on Dec. 15, 2016 to be conducted by Powell Auction. The sale is free and clear of all liens and encumbrances with the lien of First Peoples Bank attaching to the proceeds by auction. Garry Edward King and Hope Moore King sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 16-32746) on Sept. 14, 2016. The Debtor tapped Thomas Lynn Tarpy, Esq., at Tarpy, Cox, Fleishman & Leveille, PLLC, as counsel. GERALD YEBOAH OMARI: Unsecureds to Get $23,160 Under Latest Plan ---------------------------------------------------------------- Gerald Yeboah Omari will set aside $23,160 to pay unsecured creditors, according to the latest disclosure statement, which explains his proposed plan to exit Chapter 11 protection. Under the plan, creditors holding Class 18 unsecured claims will receive $386 per month for 60 months starting on the effective date of the plan. Class 18 unsecured creditors will be paid their unsecured claims at a pro rata share of cash distributions after payments of administrative expense claims, secured claims, and priority claims over the term of the restructuring plan, according to the latest disclosure statement filed on Nov. 17. A copy of the disclosure statement is available for free at https://is.gd/bnWgJq About Gerald Yeboah Omari Gerald Yeboah Omari is an accountant and real estate investor. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 14-19725) on June 17, 2014. The Debtor is represented by John D. Burns, Esq., at The Burns Law Firm, LLC. GLACIERVIEW HAVEN: Trustee Hires Welles Rinning as Listing Agent ---------------------------------------------------------------- Andrew Wilson, the Chapter 11 Trustee of Glacierview Haven, LLC, filed an ex parte application to the U.S. Bankruptcy Court for the Western District of Washington to expand the professional duties of Welles Rinning, LLC to include acting as listing agent for the real properties of the substantively consolidated debtors. On August 19, 2016, the Court entered an order authorizing the Trustee to employ Welles Rinning to perform certain real estate consulting services set forth in the Trustee's Application to Employ Real Estate Consultant. The Trustee has determined that he will need to sell the real property of the Consolidated Resort Debtors (the "Resort Property"). Welles Rinning has agreed to serve as a listing agent with respect to the Resort Property pursuant to the same hourly rate set forth in the original Application. Rinning would not receive a commission from any sale of the Resort Property. Welles Rinning can be reached at: Welles Rinning, LLC 10900 NE 4th Street, Suite 2300 Bellevue, WA 98004 Phone: 425-709-6993 Mobile: 425-405-5709 Email: brokers@WellesRinning.com About Glacierview Haven Glacierview Haven, LLC filed a Chapter 11 bankruptcy petition (Bankr. W.D. Wash. Case No. 15-17327) on December 17, 2015. Marc S. Stern, Esq., served as bankruptcy counsel to the Debtor. Forest Court, LLC filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 15-17329) on December 17, 2015, represented by Mr. Stern. Skagit River Resort, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 16-11632) on March 28, 2016. The petition was signed by Don Clark, manager. The Debtor was also represented by Mr. Stern. Skagit River disclosed total assets of $2.22 million and total debts of $894,828. The Court later consolidated the three cases for procedural purposes; and then appointed Andrew Wilson as the Chapter 11 trustee. GOUVIS RESTAURANT: Taps Genova & Malin as Attorneys --------------------------------------------------- Gouvis Restaurant Inc dba Bright Star Diner seeks authorization from the Hon. Cecelia A. Morris of the U.S. Bankruptcy Court for the Southern District of New York to employ Genova & Malin as attorneys. The Debtor requires Genova & Malin to: (a) give the Debtor legal advice with respect to its powers and duties in its financial situation and management of the property of the Debtor; (b) take necessary action to void liens against the Debtor's property; (c) prepare, on behalf of the Debtor, necessary petitions, schedules, orders, pleadings and other legal papers; and (d) perform all other legal services for the Debtor as may be necessary herein. The Debtor desires to employ Genova & Malin under a general retainer. Genova & Malin will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas Genova, partner of Genova & Malin, 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 estate. The Court will hold a hearing on the application on December 16, 2016, at 12:00 p.m. Genova & Malin can be reached at: Thomas Genova, Esq. Andrea B. Malin, Esq. GENOVA & MALIN Hampton Business Center 1136 Route 9 Wappingers Falls, NY 12590 Tel: (845) 298-1600 Fax: (845) 298-1265 E-mail: genmallaw@optonline.net Gouvis Restaurant, Inc. dba Bright Star Diner, based in Central Valley, N.Y., filed a Chapter 11 petition (Bankr. S.D. N.Y. Case No. 16-36975) on November 21, 2016. The Hon. Cecelia G. Morris presides over the case. Thomas Genova, Esq. serves as bankruptcy counsel. In its petition, the Debtor declared $20,381 in total assets and $1.07 in total liabilities. The petition was signed by Peter Gouvis, president. A list of the Debtor's 12 unsecured creditors is available for free at http://bankrupt.com/misc/nysb16-36975.pdf GRACE GEMS GALLERIA: Creditor Payments To Be Funded by Asset Sale ----------------------------------------------------------------- Grace Gems Galleria, LLC, filed an amended disclosure statement dated November 18, 2016, full-text copy of which is available at: http://bankrupt.com/misc/pawb15-24218-113.pdf The Debtor has filed a motion to sell substantially all of its assets for $40,000 to Grace Betancourt-Jones. All payments under the Plan will be funded by the proceeds of the asset sale. The percentage of dividend to be distributed to general unsecured non-tax claims is still unknown at the time of the filing of the Amended Disclosure Statement. General unsecured non-tax claims total $182,475. In a Chapter 7 liquidation, the Debtor anticipates that unsecured creditors will recover 8.75%. About Grace Gems Galleria Grace Gems Galleria, LLC, sought Chapter 11 protection (Bankr. W.D. Penn. Case No. 15-24218) on Nov. 18, 2015. The petition was signed by Ronald S. Jones, president. The Debtor estimated assets in the range of $50,000 and $100,000 and $100,000 and $500,000 in debt. The Debtor tapped Robert O Lampl, Esq. as counsel. GRAPHIC TECHNOLOGY: Hires Zazella & Singer as Bankruptcy Counsel ---------------------------------------------------------------- Graphic Technology Services, Inc., seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Zazella & Singer, Esqs., as bankruptcy counsel to the Debtor. Graphic Technology requires Zazella & Singer to: (a) give advice to the Debtor with respect to its powers and duties, rights and obligations as Debtor-in-Possession in the continued operation of its business and in the management of its property; (b) meet with creditors of the Debtor in negotiating a Plan of Reorganization and to take the necessary legal steps in order to confirm said Plan; (c) prepare on behalf of the Debtor, as Debtor-in-Possession, necessary applications, answers, orders, reports and other legal documents in connection with the reorganization; (d) appear before the Bankruptcy Judge and to protect the interests of the Debtor before said Bankruptcy Judge, and to represent the Debtor in all matters pending before said Bankruptcy Judge; (e) perform all other legal services for the Debtor, as Debtor-in-Possession, which may be necessary herein including, but not limited to, those set forth in the annexed Affidavit; (f) prepare for the Debtor all necessary motions, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtors' Chapter 11 cases; (g) advise and counsel the Debtor, and participate in negotiations with creditors in preparation of a plan of reorganization; and (i) perform all other legal services for and on behalf of the Debtor which may be necessary or appropriate in the administration of their Chapter 11 case. Zazella & Singer will be paid a retainer in the amount of $22,500. Zazella & Singer will also be reimbursed for reasonable out-of-pocket expenses incurred. Leonard S. Singer, member of Zazella & Singer, Esqs., 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. Zazella & Singer can be reached at: Leonard S. Singer, Esq. ZAZELLA & SINGER, ESQS. 36 Mountain View Boulevard Wayne, NJ 07470 Tel: (973) 696-1700 Fax: (973) 696-3228 About Graphic Technology Graphic Technology Services Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 16-31740) on November 14, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Leonard S. Singer, Esq., at Zazella & Singer, Esqs. GREAT BASIN: Common Stock Delisted from NASDAQ ---------------------------------------------- Pareteum Corporation announced its receipt of notification from NYSE MKT LLC indicating the Company has until June 6, 2017, to regain compliance with the Exchange's continued listing standards. On Dec. 6, 2016, the Company received a notice from the Exchange indicating that the Company is not currently in compliance with the Exchange's continued listing standards as set forth in Section 1003(f)(v) of the NYSE MKT Company Guide. The Company was previously notified by the Exchange in its May 26, 2016, notice that, in accordance with the continued listing standards set forth in Section 1003(f)(v) of the Company Guide, due to the average selling price of the Company's common stock falling below the acceptable minimum required average share price, the Exchange deemed it appropriate for the Company to effect a reverse stock split. With the Company having not presently effected a reverse stock split, the Exchange has further notified the Company in the Dec. 6, 2016, notice, that the Company's continued listing is predicated on either affecting a reverse stock split or otherwise demonstrating sustained price improvement by no later than June 6, 2017. At the Company's Annual Meeting of Shareholders held on Aug. 16, 2016, the Company's shareholders approved an amendment to the Company's Certificate of Incorporation to effect a reverse stock split of the common stock at a ratio of between one-for-ten and one-for-twenty five with such ratio to be determined at the sole discretion of the Board of the Directors of the Company in order to regain compliance with the NYSE continued listing standards. "We are pleased with the substantive progress we have made towards meeting our plan and restoring the company to full compliance with the NYSE MKT," said Hal Turner, Pareteum's executive chairman. "With the near completion of our restructuring last quarter, the Company reached pro forma EBITDA breakeven at the end of September 2016. We are squarely focused on moving forward our business and substantial growth plans. We continue to make demonstrable progress and expect to operate with profitable EBITDA (pro forma) in the fourth quarter. The announcement of our Global Mobility Cloud Platform, and the newly added clients, signals that the market sees value in our software service offerings. We expect many more new partner and client relationships, all supported by our EBITDA (pro forma) profitable operations. It is this performance and expected results that bolsters our confidence that we will fully meet our Exchange compliance plan objectives in due course," Mr. Turner added. Pareteum Corp New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known as Elephant Talk Communications, Inc. -- http://www.pareteum.com/ -- is an international provider of business software and services to the telecommunications and financial services industry. Elephant Talk reported a net loss of $5.00 million on $31.0 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $21.9 million on $20.4 million of revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Pareteum had $15.26 million in total assets, $21.66 million in total liabilities and a total stockholders' deficit of $6.40 million. Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda & Williamson, 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, has an accumulated deficit of $256 million and has negative working capital. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors said. GUIDED THERAPEUTICS: Amends 5,000 Preferred Shares Prospectus ------------------------------------------------------------- Guided Therapeutics, Inc., filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the offering up to 5,000 shares of the Company's Series D convertible preferred stock, together with warrants to purchase _____ shares of common stock, at a purchase price of $1,000 (and the shares issuable from time to time upon conversion of the Series D preferred stock and the exercise of the warrants) pursuant to this prospectus. The shares of Series D preferred stock and warrants are immediately separable and will be separately issued. Subject to certain ownership limitations, the Series D preferred stock will be convertible at any time at the holder's option into shares of the Company's common stock at an initial conversion price of $____ per share. Subject to similar ownership limitations, each warrant will be immediately exercisable for _____ shares of the Company's common stock, have an exercise price of $____ per share, and expire five years from the date of issuance. The warrants will be issued in book-entry form pursuant to a warrant agency agreement between us and our transfer agent. The Company's common stock is quoted on the OTCQB marketplace under the symbol "GTHP." The last reported sale price of the Company's common stock on the OTCQB on Dec. 5, 2016, was $1.41 per share. The Company will use its best efforts to have the warrants quoted on the OTCQB marketplace on or before the closing. A full-text copy of the prospectus is available for free at: https://is.gd/9yby1A About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. Guided Therapeutics reported a net loss attributable to common stockholders of $9.50 million on $42,000 of contract and grant revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Guided Therapeutics had $2.06 million in total assets, $9.37 million in total liabilities and a total stockholders' deficit of $7.31 million. GULFMARK OFFSHORE: $136.1 Million Senior Notes Validly Tendered --------------------------------------------------------------- GulfMark Offshore, Inc., launched on Nov. 23, 2016, a cash tender offer for not less than $250,000,000 and up to $300,000,000 aggregate principal amount of the Company's existing 6.375% senior notes due 2022. The Tender Offer is subject to certain conditions as more fully described in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on Nov. 23, 2016. D.F. King & Co., Inc., the information agent and tender agent for the Tender Offer, has advised the Company that as of 5:00 p.m., New York City time, on Dec. 7, 2016, which is the early tender date, $136,152,000 of the Notes had been validly tendered in the Tender Offer. The Tender Offer will expire at 11:59 p.m., New York City time, on Dec. 21, 2016, unless extended or earlier terminated. About Gulfmark GulfMark Offshore, Inc., a Delaware corporation, was incorporated in 1996. The Company provides offshore marine support and transportation services primarily to companies involved in the offshore exploration and production of oil and natural gas. The Company's vessels transport materials, supplies and personnel to offshore facilities, and also move and position drilling and production facilities. The majority of the Company's operations are conducted in the North Sea, offshore Southeast Asia and offshore the Americas. The Company currently operates a fleet of 73 owned or managed offshore supply vessels, or OSVs, in the following regions: 30 vessels in the North Sea, 13 vessels offshore Southeast Asia, and 30 vessels offshore the Americas. The Company's fleet is one of the world's youngest, largest and most geographically balanced, high specification OSV fleets. The Company's owned vessels have an average age of approximately nine years. Gulfmark reported a net loss of $215 million in 2015 following net income of $62.4 million in 2014. As of Sept. 30, 2016, GulfMark had $1.10 billion in total assets, $583.9 million in total liabilities and $518.3 million in total stockholders' equity. * * * In November 2016, S&P Global Ratings said that it lowered its corporate credit rating on U.S.-based offshore service provider GulfMark Offshore to 'CC' from 'CCC'. The rating outlook is negative. "The downgrade follows GulfMark Offshore's announcement that it has offered to purchase up to $300 million of its 6.375% senior unsecured notes due 2022 at about 48% of par," said S&P Global Ratings' credit analyst Kevin Kwok. In February 2016, that Moody's Investors Service downgraded GulfMark Offshore Inc.'s (GulfMark) Corporate Family Rating (CFR) to 'Caa3' from 'B3', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B3-PD', and senior unsecured notes to 'Ca' from 'Caa1'. GWG INVESTMENTS: Hires Kruger Tax as Accountant ----------------------------------------------- GWG Investments, LLC asks for permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ Allan I. Kruger and Kruger Tax, Accounting & Forensic Associates, PLLC as accountant, nunc pro tunc to the November 16, 2016 petition date. The Debtor requires Kruger Tax to: (a) prepare required Federal, State and local tax returns with supporting schedules; and (b) assist the Debtor in preparation of a Plan, Disclosure Statement and other work appropriate to this Chapter 11 proceeding. The Accountants have agreed to accept a $3,000 retainer and hourly compensation from $100 to $150 per hour for staff and $375 per hour for Allan I. Kruger for preparation and filing of yearly Federal Income Tax Returns and other accounting matters. Kruger Tax will also be reimbursed for reasonable out-of-pocket expenses incurred. Allan I. Kruger, member of Kruger Tax, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Kruger Tax can be reached at: Allan I. Kruger KRUGER TAX, ACCOUNTING & FORENSIC ASSOCIATES, PLLC 7451 Wiles Road, Suite 204 Coral Springs, FL 33067 Tel: (954) 772-4000 E-mail: allan@ktafa.com GWG Investments, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-25371) on November 16, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Sonya L. Salkin, Esq. and The Salkin Law Firm. GWG INVESTMENTS: Taps Salkin Law as Attorney -------------------------------------------- GWG Investments, LLC asks for permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ Sonya L. Salkin and The Salkin Law Firm as attorney, nunc pro tunc to the November 16, 2016 petition date. The Debtor requires Salkin Law to: (a) give advice to the Debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The Debtor desires to employ Salkin Law under a general retainer. Salkin Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Sonya L. Salkin 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 estate. Salkin Law can be reached at: Sonya L. Salkin, Esq. THE SALKIN LAW FIRM 950 S. Pine Island Road, Suite A-150 Plantation, FL 33324 Tel: (954) 423-4469 GWG Investments, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-25371) on November 16, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Sonya L. Salkin, Esq. and The Salkin Law Firm. GYMBOREE CORP: Bank Debt Trades at 39.35% Off --------------------------------------------- Participations in a syndicated loan under Gymboree Corp. is a borrower traded in the secondary market at 60.65 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.60 percentage points from the previous week. Gymboree Corp pays 350 basis points above LIBOR to borrow under the 820 million facility. The bank loan matures on Feb. 23, 2018 and carries Moody's Caa3 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 November 25. HARRY DAWSON: Purple Wave to Auction Property Online on Dec. 28 --------------------------------------------------------------- Harry W Dawson filed a notice with the U.S. Bankruptcy Court for the District Court of Kansas disclosing his sale of 1993 John Deere 544G wheel loader with Model 80 CTI forks, 2012 Doosan Model DX255LC, and 1983 John Deere 410 backhoe, 2014 Hydra Bed with feeder box and post hole auger by public auction held on line by Purple Wave Auction at purplewave.com. The property was not claimed as exempt by the Debtor. The property will be sold in its present condition with no express or implied warranties, and the purchaser is to accept such property in its present condition. The sale will be free and clear of liens. The sale will be no reserve, internet auction only as part of the December 28 Purple Wave Ag Auction via purplewave.com. This is a consignment auction with many assert of other sellers within the same auction. Bidding instructions are to be found at purplewave.com. Closing will be as soon thereafter as mutually agreed. The Debtor also moves for authority to sell the property free and clear of liens pursuant to Fed.R.Bankr.P. 6004(c). If the motion is granted, the sale will be free and clear of all liens and similar encumbrances. Any liens or similar encumbrances will attach to the proceeds. The property is subject to these liens, mortgages and/or similar encumbrances: (i) Security interest of Simmons Bank; and (ii) Possible ad valorem property taxes. From the proceeds, the Debtor intends to pay in these order: the costs of the sale: (i) J. Michael Morris, Attorney Fees - $750 and (ii) Court Motion fee - $176. The balance of the proceeds will be held by the Debtor pending further order of the court. Objections to the intended sale, of the bidding procedures, the allowance and/or payment of administrative expenses, and/or the motion for authority as set out must be made on Dec. 23, 2016. If objections are timely filed a hearing will be held on Jan. 12, 2017 at 10:30 a.m. The sale will be postponed until any objection(s) are resolved. Counsel for the Debtor: J. Michael Morris, Esq. KLENDA AUSTERMAN LLC 301 North Main, Suite 1600 Wichita, Kansas 67202 Telephone: (316) 267-0331 E-mail: jmmorris@klendalaw.com Harry W Dawson sought Chapter 11 protection (Bankr. D. Kan. Case No. 16-10634) on April 12, 2016. The Debtor tapped Eric W. Lomas, Esq., at Klenda Austerman, LLC as counsel. HEENA HOSPITALITY: Disclosures Okayed, Plan Hearing on Dec. 28 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas will consider approval of the Chapter 11 plan of reorganization of Heena Hospitality, LLC at a hearing on Dec. 28, at 1:30 p.m. The hearing will be held at the courtroom of Judge Russell Nelms, U.S. Bankruptcy Court, 501 W. 10th Street, Fort Worth, Texas. The court will also consider at the hearing the final approval of the company's disclosure statement, which it conditionally approved on Nov. 29. The order set a Dec. 23 deadline for creditors to cast their votes and file their objections. Heena Hospitality filed its proposed restructuring plan and disclosures statement on Nov. 21. About Heena Hospitality Heena Hospitality, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-42305) on June 10, 2016. The petition was signed by Bob Bhojwani, president. The case is assigned to Judge Russell F. Nelms. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. HEXION INC: Obtains Consents to Modify ABL Facility Provisions -------------------------------------------------------------- Hexion Inc. received consents from lenders under its asset-based revolving credit facility sufficient to amend its ABL Facility. The amendment, among other things, modifies certain provisions in the credit agreement governing the ABL Facility to permit the refinancing of the Company's 8.875% Senior Secured Notes due 2018 with new first-priority senior secured notes, new senior secured notes and/or other secured or unsecured indebtedness. The effectiveness of the ABL Amendment is subject to customary closing conditions. In addition, the Company received commitments from certain financial institutions that are or will become lenders under the ABL Facility to provide extended revolving facility commitments in an aggregate principal amount of up to $350 million with a maturity date of Dec. 5, 2021. The effectiveness of the Extended ABL Facility Commitments is subject to certain closing conditions, including, among other things, the effectiveness of the ABL Amendment and a refinancing of a portion of the Senior Secured Notes. Upon the effectiveness of the Extended ABL Facility Commitments, the existing commitments will be terminated and the size of the ABL Facility will be reduced from $400 million to $350 million. The Dec. 5, 2021, maturity date of the Extended ABL Facility Commitments is also subject to certain early maturity triggers based on the maturity date and outstanding principal amount of certain series of the Company's secured notes. There can be no assurance that the ABL Amendment will become effective or that the Extended ABL Facility Commitments will become effective on the terms currently contemplated, or at all. About Hexion Inc. Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a producer of thermoset resins (epoxy, formaldehyde and acrylic). The Company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. Hexion reported a net loss attributable to the Company of $40 million on $4.14 billion of net sales for the year ended Dec. 31, 2015, compared to a net loss attributable to the Company of $223 million on $5.13 billion of net sales for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Hexion had $2.18 billion in total assets, $4.59 billion in total liabilities and a total deficit of $2.41 billion. * * * The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings Services lowered its corporate credit rating on Momentive Specialty by one notch to 'CCC+' from 'B-'. "The downgrade follows MSC's significant use of cash in the first half of 2014 and our expectation that lackluster cash flow from operations and elevated capital spending will cause free operating cash flow to be significantly negative in 2014 and 2015," said Standard & Poor's credit analyst Cynthia Werneth. As reported by the TCR on Dec. 15, 2014, Moody's Investors Service lowered the Corporate Family Rating of Momentive to 'Caa1' from 'B3'. "Due to elevated leverage, heavy capital spending on new capacity in 2014 and 2015, and the lack of meaningful improvement in financial performance, Moody's have lowered Momentive Specialty's rating," stated John Rogers, senior vice president at Moody's. HI-COUNTRY-CORONA: Taps Munding as Attorney for Disbursing Agent ---------------------------------------------------------------- Hi-Country-Corona, Inc. seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Washington to employ John D. Munding, Munding, P.S. as attorney for the Disbursing Agent, nunc pro tunc in accordance with the Confirmed Plan of Liquidation and under Section 105 of the Bankruptcy Code as of May 29, 2015. The Post-Confirmation Disbursing Agent requires employment of counsel to assist with determining final tax issues and disbursement. John Munding's services will include case disbursement, final account and closing. Mr. Munding's hourly rate is at $275 per hour. The Post-Confirmation Debtor also requests the Court to: -- approve payment and disbursement of $5,927.50 for legal services and $1,686.70 in reimbursement of costs for a total of $7,614.20. -- authorize the final reserve budget for final payment of up to $850 in legal fees and up to $500 for additional final costs to be incurred in winding up and closing the Debtor's Estate without further Court approval. John D. Munding 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 estate. Mr. Munding can be reached at: John D. Munding, Esq. MUNDING, P.S. 1610 W. Riverside Avenue Spokane, WA 99201 Tel: (509) 624-6464 E-mail: john@mundinglaw.com About Hi-Country-Corona Hi-Country-Corona Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Wash. Case No. 03-09181) on November 10, 2003. Judge Frederick P. Corbit presided over the case. The court confirmed the company's Chapter 11 plan of liquidation on December 1, 2004. HOVNANIAN ENTERPRISES: Reports Fiscal 2016 Financial Results ------------------------------------------------------------ Hovnanian Enterprises, Inc, reported net income of $22.28 million on $805.06 million of total revenues for the three months ended Oct. 31, 2016, compared to net income of $25.51 million on $693.2 million of total revenues for the three months ended Oct. 31, 2015. For the 12 months ended Oct. 31, 2016, the Company reported a net loss of $2.81 million on $2.75 billion of total revenues compared to a net loss of $16.10 million on $2.14 billion of total revenues for the 12 months ended Oct. 31, 2015. As of Oct. 31, 2016, the Company had $2.37 billion in total assets, $2.50 billion in total liabilities, and a total stockholders' deficit of $128.51 million. After paying off $320 million of debt that matured in October 2015, January 2016, and May 2016, total liquidity at the end of the fourth quarter of fiscal 2016 was $346.6 million. During the fourth quarter of fiscal 2016, land and land development spending was $131.4 million compared with $192.1 million in last year's fourth quarter. For the year ended Oct. 31, 2016, land and land development spending was $567 million compared to $656.5 million in the prior fiscal year. As of Oct. 31, 2016, the land position, including unconsolidated joint ventures, was 31,281 lots, consisting of 14,165 lots under option and 17,116 owned lots, compared with a total of 37,659 lots as of Oct. 31, 2015. During the fourth quarter of fiscal 2016, approximately 2,100 lots, including unconsolidated joint ventures, were put under option or acquired in 37 communities. "For fiscal 2016, we grew revenues by 28%, reduced our SG&A ratio by 250 basis points, paid off $260 million of public debt at maturity and returned to profitability. Nonetheless, fiscal 2016 was a very challenging year," stated Ara K. Hovnanian, Chairman of the Board, president and chief executive officer. "The debt markets remained closed to companies with our credit ratings and we needed to raise funds to pay off $260 million of maturing public debt. This led to our decision to enhance our liquidity by increasing our use of land bank financings and joint ventures, as well as exiting four underperforming markets. This adversely affected our ability to invest as aggressively in new land parcels as previously planned. However, we ended the year with a liquidity position of $347 million, allowing us to once again actively seek land investment opportunities, which should ultimately result in community count growth and, assuming no change in market conditions, higher levels of profitability in the future," concluded Mr. Hovnanian. A full-text copy of the press release is available for free at: https://is.gd/x9gddV About Hovnanian Enterprises Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. * * * As reported by the TCR on April 22, 2016, Moody's Investors Service downgraded the Corporate Family Rating of Hovnanian Enterprises to 'Caa2' and Probability of Default Rating to 'Caa2-PD'. The downgrade of the Corporate Family Rating reflects Moody's expectation that Hovnanian will need to dispose of assets and seek alternative financing methods in order to meet its upcoming debt maturity wall. Hovnanian carries a 'CCC+' corporate credit rating from S&P Global Ratings. In August 2016, Fitch Ratings affirmed the ratings of Hovnanian Enterprises, including the company's Long-Term Issuer Default Rating (IDR) at 'CCC' following the recently announced financing commitments and proposed tender offer for its existing unsecured notes. ILIANA NEUROSPINE: Case Summary & 17 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Iliana Neurospine Institute, LLC dba Illinois Neurospine Institute fdba successor by merger to Illinois Neurospine Institute, LLC fdba successor by merger to Illinois Neurospine Institute, P.C. fdba successor by merger to Zenith Neurospine Institute, LLC 608 165th Street, Suite 201 Hammond, IN 46324 Case No.: 16-23444 Nature of Business: Health Care Chapter 11 Petition Date: December 8, 2016 Court: United States Bankruptcy Court Northern District of Indiana (Hammond Division) Judge: Hon. Philip J. Klingeberger Debtor's Counsel: Gordon E. Gouveia, Esq. GORDON E. GOUVEIA, LLC 433 W. 84th Drive Merrillville, IN 46410 Tel: (219) 736-6020 Fax: (219) 736-2545 E-mail: geglaw@gouveia.comcastbiz.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ronald Michael, M.D., managing member. A copy of the Debtor's list of 17 largest unsecured creditors is available for free at http://bankrupt.com/misc/innb16-23444.pdf IMAGEWARE SYSTEMS: Amends $15M Securities Prospectus With SEC ------------------------------------------------------------- Imageware Systems, Inc., filed with the Securities and Exchange Commission an amended Form S-3 registration statement relating to the sale of shares of common stock and preferred stock, either separately or represented by warrants or rights, either separately or together in any combination, in one or more offerings. The preferred stock and warrants may be convertible into or exercisable or exchangeable for common stock or preferred stock. The rights may be exercisable for common or preferred stock. The aggregate initial offering price of all securities sold by the Company under this prospectus will not exceed $15,000,000. In addition, certain of the Company's stockholders may, from time to time, offer and sell up to an aggregate of 1,500,000 shares of the Company's common stock in one or more offerings. Unless otherwise stated in the applicable prospectus supplement, the Company will not receive any of the proceeds from the sale of its common stock by the selling stockholders. The Company's common stock is quoted on the OTCQB Marketplace under the symbol "IWSY". The last reported sale price of the Company's common stock on Dec. 8, 2016, was $1.14 per share. A full-text copy of the amended prospectus is available at: https://is.gd/P53hE1 About ImageWare Systems Headquartered in San Diego, California, ImageWare Systems, Inc., is a leader in the emerging market for software-based identity management solutions, providing biometric, secure credential, law enforcement and enterprise authorization. Its "flagship" product is the IWS Biometric Engine. Scalable for small city business or worldwide deployment, the Company's biometric engine is a multi- biometric platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. The Company's identification products are used to manage and issue secure credentials, including national IDs, passports, driver licenses, smart cards and access control credentials. Its law enforcement products provide law enforcement with integrated mug shot, fingerprint LiveScan and investigative capabilities. The Company also provides comprehensive authentication security software. Imageware Systems reported a net loss available to common shareholders of $9.59 million on $4.76 million of revenues for the year ended Dec. 31, 2015, compared to a net loss available to common shareholders of $7.99 million on $4.15 million of revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Imageware had $5.87 million in total assets, $6.05 million in total liabilities and a total shareholders' deficit of $186,000. IMAGIMED LLC: Unsecured Creditors to Get 16.5% Under Latest Plan ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York will consider approval of the Chapter 11 plan of reorganization of Imagimed LLC at a hearing on December 20, at 10:00 a.m. The hearing will be held at Courtroom 118, 300 Quarropas Street, White Plains, New York. The court had earlier approved Imagimed's disclosure statement, allowing the company to start soliciting votes from creditors. The November 17 order set a December 13 deadline for creditors to cast their votes and file their objections. Under the latest plan filed on Nov. 17, Class 3 general unsecured creditors will get approximately 16.5% of their allowed claims. Imagimed estimates that allowed Class 3 claims total approximately $1.8 million. The company's original plan had proposed to pay general unsecured creditors approximately 15.5% of their allowed claims, which it previously estimated at $1.85 million. A copy of the amended disclosure statement, which explains the plan, is available for free at https://is.gd/Q8YI2w About Imagimed LLC Headquartered in Lincoln Park, New Jersey, Imagimed, LLC, et al., lease various premises and own or lease certain equipment upon which are subleased to radiology practices who in turn provide radiology services to the general public at the Premises. The Debtors also provide certain administrative services including non-medical personnel at the Premises. These Premises are located in Westchester Putnam, Orange, Duchess and Onondaga Counties in New York, and in Lycoming County, Pennsylvania. The Debtors also have administrative offices in Maryland. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-22415) on April 1, 2014, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Scott Buchanan, member. Judge Robert D. Drain presides over the case. Dawn Kirby Arnold, Esq., Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serves as the Debtor's bankruptcy counsel. IMX ACQUISITION: Equity Committee Hires Saul Ewing as Co-counsel ---------------------------------------------------------------- The Official Committee of Equity Security Holders of IMX Acquisition Corp., et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Saul Ewing LLP as co-counsel to the equity committee, nunc pro tunc to October 25, 2016. The Equity Committee submits that it is necessary and appropriate to retain Saul Ewing as local counsel in the Chapter 11 Cases and to work with Brown Rudnick in rendering various professional services that will enable the Equity Committee to execute faithfully its duties, including, but not limited to: (a) serving as local bankruptcy counsel to the Equity Committee; (b) serving as conflicts counsel to the Equity Committee; (c) providing legal advice with respect to the Equity Committee's powers, rights, duties, and obligations in the Chapter 11 Cases; (d) assisting and advising the Equity Committee in its consultations with the Debtors regarding the administration of the Chapter 11 Cases; (e) preparing on behalf of the Equity Committee all necessary motions, applications, complaints, answers, orders, reports, papers and other pleadings and filings in connection with the Equity Committee's duties in the Chapter 11 Cases; (f) advising and representing the Equity Committee in hearings and other judicial proceedings in connection with all necessary motions, applications, objections and other pleadings, and otherwise protecting the interests of those represented by the Equity Committee; and (g) performing all other necessary legal services as may be required and authorized by the Equity Committee that are in the best interests of equity security holders. Saul Ewing will be paid at these hourly rates: Mark Minuti, Partner $695 Lucian B. Murley, Associate $450 Monique Bair DiSabatino Associate $380 Partners $395-$925 Special Counsel $350-$795 Associates $250-$440 Paraprofessionals $190-$325 Saul Ewing will also be reimbursed for reasonable out-of-pocket expenses incurred. Makr Minuti, partner of Saul Ewing, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court will hold a hearing on the application on December 16, 2016, at 9:00 a.m. Objections were due on December 8, 2016. Pursuant to the Appendix B Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under United States Code by Attorneys in Larger Chapter 11 Cases (the "2013 UST Guidelines"), Saul Ewing disclosed that: -- The rates charged by Saul Ewing Post-Petition Date take into account the risks associated with the proposed engagement and Saul Ewing's standard hourly rates relative to market. -- The Equity Committee approved the budget and staffing plan for the first budgeted period from October 25, 2016 through December 31, 2016. Saul Ewing can be reached at: Mark Minuti, Esq. SAUL EWING LLP 1201 North Market Street, Ste 2300 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 E-mail: mminuti@saul.com About IMX Acquisition IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del. Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant Sciences, C Acquisition Corp. and Accurel Systems International Corp. also sought Chapter 11 protection. The cases are assigned to Judge Brendan Linehan Shannon. IMX Acquisition Corp., also known as Ion Metrics Inc., and its affiliates, comprise a leading designer and manufacturer of systems and sensors that detect trace amounts of explosives and drugs. Their products, which include handheld and desktop detection devices, are used in a variety of security, safety, and defense industries, including aviation, transportation, and customs and border protection. The Debtors have sold more than 5,000 of their detection products to customers such as the United States Transportation Security Administration, the Canadian Air Transportation Security Authority, and major airports in the European Union. IMX estimated assets and liabilities in the range of $100 million to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and Debra C. McElligott, Esq. and Jennifer J. Hardy, Esq. at Willkie Farr & Gallagher, LLP as counsel. The petitions were signed by William J. McGann, president. Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016, appointed Harold Coe and four others to serve on the official committee of equity security holders. Proposed co-counsel to the Official Committee of Equity Security Holders are William R. Baldiga, Esq., and Gerard T. Cicero, Esq., at Brown Rudnick LLP, in New York, and Sunni P. Beville, Esq., at Brown Rudnick LLP, in Boston, Massachusetts; and Mark Minuti, Esq., at Saul Ewing LLP, in Wilmington, Delaware. The Equity Committee tapped FTI Consulting, Inc. as financial advisor. Tannor Partners Credit Fund, LP., the New DIP Lender, is represented in the case by Andrew M. Felner, Esq., at Sheppard, Mullin, Richter & Hampton, LP. IMX ACQUISITION: Equity Committee Taps Brown Rudnick as Co-counsel ------------------------------------------------------------------ The Official Committee of Equity Security Holders of IMX Acquisition Corp., et al., seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Brown Rudnick LLP as co-counsel to the equity committee, nunc pro tunc to October 25, 2016. Subject to the direction of the Committee and further Court order, the professional services to be rendered by Brown Rudnick to the Committee will include: (a) assisting and advising the Committee in its discussions with the Debtors and other parties-in-interest regarding the overall administration of these cases; (b) representing the Committee at hearings to be held before this Court and communicating with the Committee regarding the matters heard and the issues raised as well as the decisions and considerations of this Court; (c) assisting and advising the Committee in its examination and analysis of the conduct of the Debtors affairs; (d) reviewing and analyzing pleadings, orders, schedules, and other documents filed and to be filed with this Court by interested parties in these cases; advising the Committee as to the necessity, propriety, and impact of the foregoing upon these cases; and consenting or objecting to pleadings or orders on behalf of the Committee, as appropriate; (e) assisting the Committee in preparing such applications, motions, memoranda, proposed orders, and other pleadings as may be required in support of positions taken by the Committee, including all trial preparation as may be necessary; (f) conferring with the professionals retained by the Debtors and other parties in interest, as well as with such other professionals as may be selected and employed by the Committee; (g) coordinating the receipt and dissemination of information prepared by and received from the Debtors' professionals, as well as such information as may be received from professionals engaged by the Committee or other parties-in- interest in these cases; (h) participating in such examinations of the Debtors and other witnesses as may be necessary in order to analyze and determine, among other things, the Debtors' assets and financial condition, whether the Debtors have made any avoidable transfers of property, or whether causes of action exist on behalf of the Debtors' estates; (i) negotiating and formulating a plan of reorganization for the Debtors; and (j) assisting the Committee generally in performing such other services as may be desirable or required for the discharge of the Committee's duties pursuant to section 1103 of the Bankruptcy Code. Brown Rudnick will be paid at these hourly rates: William R. Baldiga $1,165 Sunni P. Beville $845 Gerard T. Cicero $490 Attorney $335-$1,360 Paraprofessional $285-$335 At the Committee's request, the Legal Professionals have agreed to cap their monthly fees at a combined blended hourly rate of $715 (the "Blended Rate Cap"). Brown Rudnick will also be reimbursed for reasonable out-of-pocket expenses incurred. William R. Baldiga, member of Brown Rudnick, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court will hold a hearing on the application on December 16, 2016, at 9:00 a.m. Objections were due on December 8, 2016. Brown Rudnick can be reached at: William R. Baldiga, Esq. Gerard T. Cicero, Esq. BROWN RUDNICK LLP Seven Times Square New York, NY 10036 Tel: (212) 209-4800 E-mail: wbaldiga@brownrudnick.com gcicero@brownrudnick.com About IMX Acquisition IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del. Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant Sciences, C Acquisition Corp. and Accurel Systems International Corp. also sought Chapter 11 protection. The cases are assigned to Judge Brendan Linehan Shannon. IMX Acquisition Corp., also known as Ion Metrics Inc., and its affiliates, comprise a leading designer and manufacturer of systems and sensors that detect trace amounts of explosives and drugs. Their products, which include handheld and desktop detection devices, are used in a variety of security, safety, and defense industries, including aviation, transportation, and customs and border protection. The Debtors have sold more than 5,000 of their detection products to customers such as the United States Transportation Security Administration, the Canadian Air Transportation Security Authority, and major airports in the European Union. IMX estimated assets and liabilities in the range of $100 million to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and Debra C. McElligott, Esq. and Jennifer J. Hardy, Esq. at Willkie Farr & Gallagher, LLP as counsel. The petitions were signed by William J. McGann, president. Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016, appointed Harold Coe and four others to serve on the official committee of equity security holders. Proposed co-counsel to the Official Committee of Equity Security Holders are William R. Baldiga, Esq., and Gerard T. Cicero, Esq., at Brown Rudnick LLP, in New York, and Sunni P. Beville, Esq., at Brown Rudnick LLP, in Boston, Massachusetts; and Mark Minuti, Esq., at Saul Ewing LLP, in Wilmington, Delaware. The Equity Committee tapped FTI Consulting, Inc. as financial advisor. Tannor Partners Credit Fund, LP., the New DIP Lender, is represented in the case by Andrew M. Felner, Esq., at Sheppard, Mullin, Richter & Hampton, LP. IMX ACQUISITION: Hires Marcum LLP as Independent Auditor -------------------------------------------------------- IMX Acquisition Corp., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Marcum LLP as independent auditor to the Debtor. IMX Acquisition requires Marcum LLP to: (a) audit the consolidated balance sheet of Implant Sciences Corporation (the "Company") as of June 30, 2016 and the Related consolidated statements of operations, comprehensive income (loss), stockholders' equity (deficit) and cash flows for the year then ended, which will be included within and made part of the Company's Form 10-K filed with the SEC; (b) review quarterly financial data to be filed as part of the Company's Form 10-K for each of the quarterly periods within the year ended June 30, 2017; (c) review the condensed consolidated balance sheets of the Company as of September 30, 2016, December 31, 2016, and March 31, 2017, and the related condensed consolidated statements of operations, comprehensive income (loss) and cash flows for each of the quarterly periods then ended, which will be included within and made part of the Company's Form 10-Q filed with the SEC; and (d) review certain other documents related to the Company's reporting of financial information and its auditing process. Marcum LLP will be paid at these hourly rates: Partners $460-$510 Directors $375-$450 Senior Managers $300-$370 Managers $235-$315 Supervisors $190-$250 Seniors and Staff $140-$195 In the 90 days preceding the commencement of the Chapter 11 Cases, in the aggregate, the Debtors paid Marcum LLP fees in the amount of $90,900 for services rendered, and $4,148.43 for reasonable out-of-pocket expenses. As of the Petition Date, based on the Debtors' books and records, the Debtors owed Marcum LLP $81,121. Marcum LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Cole, member of Marcum 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 (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Marcum LLP can be reached at: Kevin Cole MARCUM LLP 555 Long Wharf Drive, 12th Floor New Haven, CT 06511 Tel: (203) 781-9600 Fax: (203) 781-9601 About IMX Acquisition IMX Acquisition Corp., also known as Ion Metrics Inc., and its affiliates, comprise a leading designer and manufacturer of systems and sensors that detect trace amounts of explosives and drugs. Their products, which include handheld and desktop detection devices, are used in a variety of security, safety, and defense industries, including aviation, transportation, and customs and border protection. The Debtors have sold more than 5,000 of their detection products to customers such as the United States Transportation Security Administration, the Canadian Air Transportation Security Authority, and major airports in the European Union. IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del. Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant Sciences, C Acquisition Corp. and Accurel Systems International Corp. also sought Chapter 11 protection. The cases are assigned to Judge Brendan Linehan Shannon. IMX estimated assets and liabilities in the range of $100 million to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and Debra C. McElligott, Esq. and Jennifer J. Hardy, Esq. at Willkie Farr & Gallagher, LLP as counsel. The petitions were signed by William J. McGann, president. Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016, appointed Harold Coe and four others to serve on the official committee of equity security holders. Proposed co-counsel to the Official Committee of Equity Security Holders are William R. Baldiga, Esq., and Gerard T. Cicero, Esq., at Brown Rudnick LLP, in New York, and Sunni P. Beville, Esq., at Brown Rudnick LLP, in Boston, Massachusetts; and Mark Minuti, Esq., at Saul Ewing LLP, in Wilmington, Delaware. The Equity Committee tapped FTI Consulting, Inc. as financial advisor. Tannor Partners Credit Fund, LP., the New DIP Lender, is represented in the case by Andrew M. Felner, Esq., at Sheppard, Mullin, Richter & Hampton, LP. INSTITUTIONAL SHAREHOLDER: Moody's Affirms B3 CFR; Outlook Stable ----------------------------------------------------------------- Moody's Investors Service affirmed Institutional Shareholder Services, Inc.'s (ISS) B3 Corporate Family Rating and B3-PD Probability of Default Rating following the company's announcement of plans for a debt-funded dividend to its shareholders. At the same time, Moody's affirmed the B2 rating on the company's first lien senior secured credit facility, consisting of a $200.2 million (including a $37 million add-on) term loan due 2021 and a $20 million revolving credit facility expiring 2020, as well as the Caa2 rating on the company's $90.5 million (including a $17.5 million add-on) second lien senior secured term loan due 2022. The rating outlook is stable. "The levering up of ISS' balance sheet to fund a sizeable distribution weakens the company's credit profile and limits financial flexibility in the near term," said Moody's analyst Oleg Markin. Pro forma for the dividend recapitalization, ISS' debt-to-EBITDA (Moody's adjusted) will increase by more than one turn, from 5.8 times to 7.0 times as of Sept. 30, 2016, which is high for the current rating. However, Moody's has affirmed ISS' B3 CFR based on the company's good topline and EBITDA growth, as well as expectation that credit metrics will improve over the next 12-18 months and the company will maintain adequate liquidity including positive free cash flow. Moody's believes that continued growth in corporate-governance services in the US and International markets will support profitable growth for ISS over the next 12-24 months. Moody's has taken these rating actions: Issuer: Institutional Shareholder Services, Inc. Corporate Family Rating, affirmed at B3 Probability of Default Rating, affirmed at B3-PD $20 million first lien senior secured revolving credit facility due 2020, affirmed at B2 (LGD3) $167 million (to be upsized to $200.2 million) first lien senior secured term loan due 2021, affirmed at B2 (LGD3) $73 million (to be upsized to $90.5 million) second lien senior secured term loan due 2022, affirmed at Caa2 (LGD5) Outlook: Stable RATINGS RATONALE ISS' B3 CFR reflects the company's very high pro forma debt-to-EBITDA leverage, estimated at around 7.0x as of Sept. 30, 2016, small scale with limited operating history as a standalone company, and operations in a highly competitive niche market for corporate governance solution and proxy services. Organic top-line growth will be limited (3-4% annually), with nearly all revenue growth expected to come from corporate executive compensation data, tools and advisory services, which accounts for only one third of the company's total revenue. Despite only modest revenue and earnings growth, debt-to-EBITDA leverage is expected to decline below 6.5 times by end of 2017 from improved free cash flow generation, which will allow the company to repay debt. At the same time, ISS benefits from its leading market position, particularly in proxy research and voting, fundamentally stable demand for corporate-governance services from a diverse institutional and corporate client base with high retention rates and strong EBITDA margins. The company's subscription-driven model allows for a predictable revenue stream. The rating is also supported by Moody's expectation that the company will maintain adequate liquidity. The stable outlook reflects Moody's expectation for modest organic topline growth while maintaining EBITDA margins in the 30% range. Moody's also anticipates in the stable ratings outlook that ISS will maintain adequate liquidity, including positive free cash flow generation and good headroom under its financial covenant. Given ISS' very high financial leverage and small scale a ratings upgrade is not expected in the intermediate term. Moody's would consider an upgrade if ISS sustains revenue and profitability growth in the mid-to-high single digit percentages while maintaining good liquidity and a financial policy aimed at reducing debt-to-EBITDA to a level sustained below 5.0 times. The ratings could be downgraded if the company experiences top-line and earnings pressure such that debt-to-EBITDA leverage remain elevated, or if ISS' operating margins, cash flow, or liquidity were to deteriorate. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Based in Rockville, MD, ISS is a leading, global provider of corporate governance services (such as facilitating the voting of proxies) for institutional investors, and for public corporate clients looking to improve their governance practices. ISS generated revenues of approximately $140 million for the twelve months ended Sept. 30, 2016. ISTAR INC: Morgan Stanley Holds 1.4% Stake as of Nov. 30 -------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Morgan Stanley disclosed that as of Nov. 30, 2016, it beneficially owns 1,015,599 shares of common stock of iStar Inc. representing 1.4 percent of the shares outstanding. A full-text copy of the regulatory filing is available at https://is.gd/69JpJ3 About iStar Inc. New York-based iStar Inc., formerly known as iStar Financial Inc. (NYSE: SFI) provides custom-tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. iStar Inc. reported a net loss allocable to common shareholders of $52.7 million on $515 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss allocable to common shareholders of $33.7 million on $462 million of total revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Istar had $5.23 billion in total assets, $4.15 billion in total liabilities, $6.60 million in redeemable non-controlling interests and $1.07 billion in total equity. As reported by the TCR on June 26, 2014, Fitch Ratings had affirmed the Issuer Default Rating (IDR) of iStar Financial at 'B'. The 'B' IDR is driven by improvements in the company's leverage, continued demonstrated access to the capital markets and new sources of growth capital and material reductions in non- performing loans (NPLs). As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings Services affirmed its 'B+' long-term issuer credit rating on iStar Financial. In October 2012, Moody's Investors Service upgraded the corporate family rating to 'B2' from 'B3'. The current rating reflects the REIT's success in extending near term debt maturities and improving fundamentals in commercial real estate. The ratings on the October 2012 senior secured credit facility takes into account the asset coverage, the size and quality of the collateral pool, and the term of facility. * * * This concludes the Troubled Company Reporter's coverage of iStar Inc. until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. J L LEASING: Trustee Seeks to Hire James G. Murphy as Auctioneer ---------------------------------------------------------------- The Chapter 11 trustee of J L Leasing and Transportation Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to hire an auctioneer. Russell Garrett, the court-appointed trustee, proposes to hire James G. Murphy Co. to sell some of the Debtor's vehicles and all personal properties it used to operate its business in Washington. The firm will receive a 10% commission, plus costs to be paid upon sale of the assets. James G. Murphy is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm maintains an office at: James G. Murphy Co. P.O. Box 82160 18226 68th Ave. N.E. Kenmore, WA 98028 Phone: (425) 486-1246 Toll Free 1-800-426-3008 Fax: (425) 483-8247 Email: webinfo@murphyauction.com About J L Leasing J L Leasing & Transportation is a trucking company, incorporated in Washington on Dec. 13, 2001 and it is headquartered in Enumclaw, Washington. Prior to that time the business was a sole proprietorship operated by Frank Letourneau's father and mother since approximately 1993. J L Leasing's primary trucking activities are in the state of Washington including container shipping for companies importing and exporting goods through the ports of Washington, Oregon and British Columbia, and transporting produce and other commodities in Washington, Oregon and British Columbia. J L Leasing & Transportation sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 15-13813) on June 23, 2015. The petition was submitted by Jutta Letourneau, CEO and Sole Member Board of Directors. The Debtor estimated assets in the range of $0 to $50,000 and $500,000 to $1,000,000 in debt. Lasher Holzapfel Sperry & Ebberson PLLC serves as counsel. J. CREW: Bank Debt Trades at 38.60% Off --------------------------------------- Participations in a syndicated loan under J.Crew is a borrower traded in the secondary market at 61.40 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 9.91 percentage points from the previous week. J.Crew pays 300 basis points above LIBOR to borrow under the 1560 billion facility. The bank loan matures on Feb. 27,2021 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 November 25. JACK COOPER: To Retire $131.2 Million of Existing PIK Notes ----------------------------------------------------------- Jack Cooper Enterprises, Inc., announced its previously reported exchange transactions that will result in $131.2 million of its 10.50%/11.25% Senior PIK Toggle Notes due 2019 being retired. Michael Riggs, the Company's CEO, commented: "We are pleased to announce the results of the public and private exchange transactions for the Existing PIK Notes. The exchange transactions will result in over $131 million of Existing PIK Notes being extinguished for the Company. This deleveraging event is a milestone in the Company’s efforts to create a healthy and sustainable balance sheet for all of our constituencies -- including our lenders and investors, employees, unions, owners, and most importantly, our customers. In addition, as of today the Company had cash on hand in excess of $23 million after paying the semi-annual interest payment on November 30th and after giving effect to the payment of the cash consideration due as part of the exchange transactions." The exchange transactions included an unregistered offer to exchange up to $80,450,000 aggregate principal amount of Existing PIK Notes and a private exchange with certain holders of the Existing PIK Notes that beneficially own approximately $96,919,778 aggregate principal amount (representing 51.9% of the total Existing PIK Notes outstanding) of the Existing PIK Notes. As of the Expiration Time of the Exchange Offer (which was 12:01 a.m., New York City time, on Dec. 8, 2016), $34,268,763 aggregate principal amount of Existing PIK Notes had been validly tendered and not withdrawn in the Exchange Offer. The Exchange Offer included an exchange of Existing PIK Notes for (i) cash and (ii) warrants to purchase shares of Class B Common Stock of the Company, par value $0.0001 per share, that are each exercisable into one share of Class B Common Stock, upon the terms and conditions included in the confidential offering memorandum, dated Nov. 1, 2016, as amended. The settlement of the Exchange Offer is expected to occur tomorrow, on Dec. 9, 2016. The Private Exchange for an additional $96,919,778 aggregate principal amount of the Existing PIK Notes will settle concurrently with the Exchange Offer. In the Private Exchange, the Private Exchange Noteholders will also receive cash and Exchange Warrants. As noted above, the settlement of the Exchange Offer and the Private Exchange will result in the retirement of $131.2 million of Existing PIK Notes. With the successful completion of the deleveraging transactions, the Company's primary focus will continue to be customer service and operational efficiencies. The Company will also continue to evaluate additional deleveraging transactions. J.P. Morgan Securities, LLC and Imperial Capital, LLC served as Dealer Managers for the Exchange Offer. About Jack Cooper Jack Cooper Enterprises, Inc. is the direct parent of Jack Cooper Holdings Corp., based in Kansas City, MO, a leading provider of over-the-road transportation of automobiles, SUVs and light trucks in the U.S. and Canada. Revenues were $693 million for the last twelve months ended Sept. 30, 2016. As of Sept. 30, 2016, Jack Cooper had $273.15 million in total assets, $588.43 million in total liabilities and a total stockholders' deficit of $315.28 million. * * * As reported by the TCR on Dec. 6, 2016, S&P Global Ratings said that it has lowered its corporate credit rating on Kansas City, Mo.-based Jack Cooper Holdings Corp. to 'CC' from 'CCC+' and placed the rating on CreditWatch with negative implications. "The downgrade follows Jack Cooper Enterprises' recent offer to exchange its senior unsecured PIK toggle notes due 2019 for a combination of cash and warrants," said S&P Global credit analyst Michael Durand. In November 2016, Moody's Investors Service downgraded the ratings of Jack Cooper Enterprises, Inc., including its Probability of Default Rating ("PDR") to Ca-PD from Caa2-PD and its Corporate Family Rating ("CFR") to Caa3 from Caa2. JAMES F. HUMPHREYS: Plan Confirmation Hearing on Feb. 7 ------------------------------------------------------- Judge Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia conditionally approved James F. Humphreys & Associates, L.C.'s Combined Plan of Reorganization and Disclosure Statement Together with Injunction and Channeling Injunction, dated Nov. 8, 2016. A combined hearing on final approval of the Disclosure Statement and confirmation of the Plan will be held on Feb. 7, 2017 at 10:00 A.M. The last date and time by which Ballots for accepting or rejecting the Plan be received by the Voting Agent in order to be counted will be Jan. 12, 2016 at 5:00 P.M. The last date and time by which objections to the Combined Plan and Disclosure Statement may be filed will be Jan. 12, 2016 at 5:00 P.M. About James F. Humphreys & Associates, L.C. James F. Humphreys & Associates, L.C., filed for Chapter 11 bankruptcy protection (Bankr. S.D. W. Va. Case No. 16-20006) on Jan. 13, 2016, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by James F. Humphreys, president. The Firm said in a statement that it sought bankruptcy protection to "resolve all pending and potential claims against the firm in one forum and in a timely and equitable manner." Judge Frank W. Volk presides over the case. Julia A. Chincheck, Esq., who has an office in Charleston, West Virginia, and Danielle L Dietrich, Esq., Judith K. Fitzgerald, and Beverly Weiss Manne, Esq., at Tucker Arensberg P.C., serve as the Firm's bankruptcy counsel. Bowles Rice LLP is the Firm's local counsel. Mr. Humphreys said in the statement that the filing should not affect the day-to-day operations of the firm and cases it currently is handling. Chris Dickerson, writing for West Virginia Record, relates that Mr. Humphreys has been sued by former clients for allegedly Mishandling hundreds of asbestos and flood damages cases. Mr. Humphreys and the Firm were listed in a class action in October 2015 by people who claim that the Firm mishandled a mass tort asbestos exposure case against Celotex. West Virgina Record adds that in the new Celotex complaint, McCormick claims Mr. Humphreys and the Firm negligently failed to follow procedure for properly submitting the plaintiffs' claims against Celotex. James F. Humphreys & Associates, L.C., is headquartered in Charleston, West Virginia. JEANETTE GUTIERREZ: Bourgeois Buying San Antonio Property for $106K ------------------------------------------------------------------- Jeanette M. Gutierrez asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the private sale of real property located at 9407 Valley Rock, San Antonio, Texas, to Arceli Bourgeois for $105,800. The Debtor proposes to sell free and clear of all liens, claims, and encumbrances. This is a private sale, wherein the Debtor proposes to transfer their interest in the Property to Bourgeois, 1830 Bandera Rd, Apt #310, San Antonio, Texas, pursuant to the terms of an earnest money contract. The purchase price set forth in the Purchase Agreement is $105,800 with $500 paid in advance and the remaining balance to be paid in cash at closing. The Debtor desires to sell the Property free and clear of any interest other than that of the estate with all valid liens, claims, or encumbrances to attach the proceeds of such sale. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Jeanette_Gutierrez_167_Sales.pdf The Debtor is informed and believes that the Property is encumbered by these liens: a. Bexar County Texas - $6,683 b. Ovation Services - $3,800 c. Jefferson Bank - $55,000 d. Internal Revenue Service - $1,202,586 The Debtor estimates that closing costs will total approximately $1,899 and real estate commission will total $6,348. After payment of closing costs, real estate commission, property tax liens, other costs applicable to the closing of the sale, and the mortgage lien of Jefferson Bank, Debtor anticipates there will be approximately $32,070 from the sale available for payment towards the Internal Revenue Service lien. The Debtor proposes that the net sales proceeds be paid to the lien holders in the order set forth. The estimated or possible tax consequences to the estate resulting from the sale are capital gains in the amount of $9,982. The Debtor believes that the proposed purchase price for the Property is fair and reasonable. The Debtor asks that the Court, after hearing on notice pursuant to Federal Rules of Bankruptcy Procedure 2002, 6004, and 9014, approves the sale of Property as set forth and authorizes the Debtor to proceed in accordance with the earnest money contract, and that the Debtor have such other and further relief as is just and proper. The Debtor further asks that the order authorizing the sale not be stayed pursuant to Bankruptcy Rule 6004(g). About Jeanette M. Gutierrez Jeanette M. Gutierrez and her spouse own and operate a couple of businesses San Antonio, Texas, including GP Auto S JEANETTE GUTIERREZ: Selling San Antonio Property for $54K --------------------------------------------------------- Jeanette M. Gutierrez asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the private sale of real property located at 256 Long View, San Antonio, Texas, to Rad Renovations, LLC, for $54,000. The Debtor proposes to sell free and clear of all liens, claims, and encumbrances. This is a private sale, wherein the Debtor proposes to transfer their interest in the Property to Rad Renovations, 15623 Trail Bluff, San Antonio, Texas 78247, pursuant to the terms of an earnest money contract. The purchase price set forth in the Purchase Agreement is $54,000 with $1,000 paid in advance and the remaining balance to be paid in cash at closing. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Jeanette_Gutierrez_168_Sales.pdf The Debtor desires to sell the Property free and clear of any interest other than that of the estate with all valid liens, claims, or encumbrances to attach the proceeds of such sale. The Debtor is informed and believes that the Property is encumbered by these liens: a. Bexar County Texas - $4,200 b. Ovation Services - $3,000 c. Randolph Brook FCU - $30,000 d. Internal Revenue Service - $1,202,586 The Debtor estimates that closing costs will total approximately $1,500 and real estate commission will total $3,240. After payment of closing costs, real estate commission, property tax liens, other costs applicable to the closing of the sale, and the mortgage lien of Randolph Brook FCU, Debtor anticipates there will be approximately $12,060 from the sale available for payment towards the Internal Revenue Service lien. The Debtor proposes that the net sales proceeds be paid to the lien holders in the order set forth. The estimated or possible tax consequences to the estate resulting from the sale are capital gains in the amount of $5,000. The Debtor believes that the proposed purchase price for the Property is fair and reasonable. The Debtor asks that the Court, after hearing on notice pursuant to Federal Rules of Bankruptcy Procedure 2002, 6004, and 9014, approves the sale of Property as set forth and authorizes the Debtor to proceed in accordance with the earnest money contract, and that the Debtor have such other and further relief as is just and proper. The Debtor further asks that the order authorizing the sale not be stayed pursuant to Bankruptcy Rule 6004(g). About Jeanette M. Gutierrez Jeanette M. Gutierrez and her spouse own and operate a couple of businesses San Antonio, Texas, including GP Auto Sales, Inc., which is involved in used car sales; Gutierrez P. Enterprises, LLC, which owns and rents several residual rental properties in San Antonio, Texas; and FCRE, Inc. Jeanette M. Gutierrez sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-52100g) on Aug. 31, 2015. The Debtor tapped David T. Cain, Esq., at the Law Office of David T. Cain as counsel. JO-JO HOLDINGS: Hires Kelly Hart as Bankruptcy Counsel ------------------------------------------------------ Jo-Jo Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Kelly Hart & Hallman LLP as counsel to the Debtors. Jo-Jo Holdings requires Kelly Hart to: a. prepare all necessary motions, applications, draft orders, reports, and other papers in connection with the administration of the Debtor's Chapter 11 estates; b. take all necessary actions in connection with a Chapter 11 plan, related disclosure statements and all other related documents, and such further actions as may be required in connection with the confirmation of a plan of reorganization; c. take all necessary action to protect and preserve the Debtor's estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; and d. perform all other legal services for and on behalf of the Debtors that may be necessary or appropriate in the administration of the Chapter 11 case. Kelly Hart will be paid at these hourly rates: Kelly Hart $500 Other Attorneys $275 Kelly Hart will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael A. McConnell, member of Kelly Hart & Hallman 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. Kelly Hart can be reached at: Michael A. McConnell, Esq. KELLY HART & HALLMAN LLP 201 Main Street, Suite 2500 Forth Worth, TX 76102 Tel: (817) 332-2500 Fax: (817) 878-9280 About Jo-Jo Holdings Jo-Jo Holdings, Inc., and its affiliates, filed a Chapter 11 petition on November 9, 2016. (Jo-Jo Holdings, Inc., Bankr. N.D. Tex. Case No. 16-44337; Backwoods Retail, Inc., Bankr. N.D. Tex. Case No. 16-44338; Backwoods Adventures, Inc., Bankr. N.D. Tex. Case No. 16-44339). Hon. Russell F. Nelms (16-44337 and 16-44339), Hon. Mark X. Mullin (16-44338), presides over the case. Debtors are represented by Katherine T. Hopkins, Esq., Michael A. McConnell, Esq., Nancy Ribaudo, Esq., and Clay M. Taylor, Esq., at Kelly Hart & Hallman LLP. In its petition, the Debtor estimated assets and liabilities. Estimated Estimated Assets Liabilities ---------- ----------- Jo-Jo Holdings, Inc. $0-$50K $1M-$10M Backwoods Retail, Inc. $1M-$10M $10M-$50M Backwoods Adventures, Inc. $0-$50K $500K-$1M The petitions were signed by Jennifer Mull Neuhaus, president. KAREN ILENE CARTER: Feb. 3 Plan Confirmation Hearing Set -------------------------------------------------------- The Disclosure Statement explaining Karen Ilene Carter's Chapter 11 Plan has been approved by order of the Bankruptcy Court as providing adequate disclosure. The hearing to consider confirmation of the Plan of Reorganization is February 3, 2017, at 9:30 a.m. Ballots accepting or rejecting the Plan must be returned by January 27. There would no funds available for Class 3B - General Unsecured Creditors - Personal Debts of the Debtor. The Debtor will obtain a "new value" loan that will allow payment of $10,000 to the unsecured creditors within 60 days of confirmation of the Plan of Reorganization. The Debtor is aware of only one unsecured creditor, Specialized Loan Servicing, LLC The anticipated rental income from each of the Debtors' properties is sufficient under the Plan of Reorganization to support the retention of the properties. All of the roofs at the Lovely Lane properties needed to be replaced. This work has been completed for all units except 4911-4919 Lovely Lane and 4891 Lovely Lane. The work on these two remaining units will be completed after the confirmation of the Plan of Reorganization. The bid to reroof 4911-4919 Lovely Lane is $14,503.38, and the bid to re-roof 4891 Lovely Lane is $26,266.33. Substantial repairs, with an estimated total cost of approximately $100,000, are also needed at the Cambrian property. These repairs are needed to replace failing systems that were installed in 1940, including the installation of a new heating system ($54,000); rewiring the building ($27,000); re-piping the water system within the building ($18,500); repairing the sewer system (drain, waste, and venting; $10,000); and replacing the garage doors ($3,000). The Debtor plans to complete these repairs over the next five years. The Debtor will be borrowing $10,000 for the purpose of payment to the unsecured creditors that would otherwise not receive anything under a liquidation of the estate. A full-text copy of the amended disclosure statement dated November 18, 2016, is available at: http://bankrupt.com/misc/wawb15-14301-129.pdf About Karen Ilene Carter Karen Ilene Carter on July 15, 2015, filed a voluntary petition for relief under Chapter 13 of the Bankruptcy Code. At the time the case was filed there was a question whether the unsecured debt might exceed the jurisdictional limits for Chapter 13. On Sept. 23, 2015, the Debtor filed a motion to convert the case from Chapter 13 to Chapter 11. On Oct. 19, 2015, the Court issued an order converting the case to Chapter 11 (Bankr. W.D. Wash. Case No. 15-14301). The Debtor has remained in possession of her assets and is now operating as debtor-in-possession. The claims bar date was set as March 15, 2016. David Carl Hill, Esq., and Jerry Cahan, Esq., at the Law Office of David C. Hill, serves as counsel to the Debtor. KOPH INC: Hires David Lloyd as Bankruptcy Counsel ------------------------------------------------- Koph, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to employ David P. Lloyd, Ltd., as counsel to the Debtor. Koph, Inc. requires Lloyd to represent the Debtor in the Chapter 11 bankruptcy case. Lloyd will be paid at these hourly rates: Principal $400 Associates $250 Lloyd will also be reimbursed for reasonable out-of-pocket expenses incurred. David P. Lloyd, member of David P. Lloyd, Ltd., 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. Lloyd can be reached at: David P. Lloyd, Esq. DAVID P. LLOYD, LTD. 615B S. LaGrange Rd. LaGrange, IL 60525 Tel: (708) 937-1264 Fax: (708) 937-1265 About Koph, Inc. Koph, Inc., is a corporation that operates a restaurant known as Katie O'Connor's Pint House and Eatery at 13717 S. Route 30 in Plainfield, Illinois. Koph, Inc., filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 16-36244) on Nov. 14, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David P. Lloyd, Esq., at David P. Lloyd, Ltd. KRISTAL OWENS-GAYLE: Bayview Opposes Approval of Plan Outline ------------------------------------------------------------- Bayview Loan Servicing, LLC, asked a bankruptcy court to deny approval of the disclosure statement explaining the Chapter 11 plan proposed by Kristal Owens-Gayle. In a filing with the U.S. Bankruptcy Court for the Western District of Pennsylvania, Bayview said the document "fails to provide any adequate information" for the company to make an informed judgment about the plan. The company cited the lack of financial information about the feasibility of the proposed plan. Bayview argued the Debtor is basing her disclosure statement on the speculative sale of her real property which, the company said, is insufficient to show feasibility of the plan. Bayview is the owner and holder of a mortgage loan to the Debtor on the property located at 6564 Frankstown Avenue, Pittsburgh, Pennsylvania. Under the plan, unsecured claimants will receive $250 per month, starting Oct. 1, 2016, and ending on Sept. 1, 2021. General unsecured non-tax claims total $31,250.51, while general unsecured tax claims total $78,990.79, according to court filings. About Kristal Owens-Gayle Kristal C. Owens-Gayle is a psychologist and a real estate investor. She filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 15-22220-GLT) and is represented by Donald R. Calaiaro, Esq., at Calaiaro Valencik. LAKE WALKER COMMUNITY: Hires Drescher & Associates as Attorney -------------------------------------------------------------- Lake Walker Community Health, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Drescher & Associates, P.A. as attorney to the Debtor. Lake Walker requires Drescher & Associates to: a. consult with and advice to the Debtor as to its powers and duties as Debtor in possession in the operation of its business and the management of their property; b. respond, as necessary, under the circumstances of the case, to any effort of creditors to appoint a trustee in lieu of the Debtor in possession or to rescind the automatic stay of Sec. 362 of the Bankruptcy Code as to their property; c. assist to the Debtor in the preparation of those documents required by the Bankruptcy Code, including the Statement of Financial Affairs, the Schedules, the Statement of Exemptions and the Statement of Executory Contracts; d. represent the Debtor in the formulation and negotiation of a plan of reorganization, including the drafting and filing of the plan of reorganization and any amended or modified plans of reorganization as may be required, and including attendance at and management of the confirmation hearing; e. attend at the meeting of creditors, any adjourned meeting of creditors, and such other bankruptcy court hearings as are required; f. assist the debtor in the preparation of a disclosure statement adequate to the circumstances of this case; and g. draft and file applications, orders, reports, complaints, and other bankruptcy court papers as are required of the debtor, or the debtor in possession, in the conduct of the case. Drescher & Associates will be paid at the hourly rate of $350. Drescher & Associates will be paid a retainer in the amount of $8,600. Drescher & Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Ronald J. Drescher, member of Drescher & Associates, P.A., 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. Drescher & Associates can be reached at: Ronald J. Drescher, Esq. DRESCHER & ASSOCIATES, P.A. 4 Reservoir Circle, Suite 107 Baltimore, MD 21208 Tel: (410) 484-9000 Fax: (410) 484-8120 E-mail: rondrescher@drescherlaw.com About Lake Walker Lake Walker Community Health, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 16-24337) on October 28, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Ronald J Drescher, Esq., at Drescher & Associates, P.A. LIMITLESS MOBILE: Hires Rust Omni as Claims and Noticing Agent -------------------------------------------------------------- Limitless Mobile, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Rust Consulting/Omni Bankruptcy as claims and noticing agent. The Debtor requires Rust Omni to: a. prepare and serve required notices and documents in the case in accordance with the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules") in the form and manner directed by the Debtor and/or the Court, including (i) notice of the commencement of the case and the initial meeting of creditors under Section 341 of Bankruptcy Code (ii) notice of any claims bar date, (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtor's plan of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan, and (vii) all other notices, orders, pleadings, publications and other documents as the Debtor or Court may deem necessary or appropriate for an orderly administration of the cases. b. maintain an official copy of the Debtor's schedules of assets and liabilities and statement of financial affairs (collectively, the "Schedules"), listing the Debtor's known creditors and the amounts owed thereto; c. maintain (i) a list of all potential creditors, equity holders and other parties-in-interest; and (ii) a "core" mailing list consisting of all parties described in Sections 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists available upon request by a party-in-interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; e. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within seven (7) business days of service which includes (i) either a copy of the notice served or the docket numbers(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; g. process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain the official claims register for the Debtor (the "Claims Register") on behalf of the Clerk; upon the Clerk's request, provide the Clerk with a certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vi) any disposition of the claim; i. implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; j. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); k. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Claims and Noticing Agent, not less than weekly; l. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review (upon the Clerk's request); m. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; n. assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtor or the Court, including through the use of a case website and/or call center. o. if the case is converted to Chapter 7, contact the Clerk's Office within three days of the notice to Claims and Noticing Agent of entry of the order converting the case; p. 30 days prior to the close of these cases, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing the Claims and Noticing Agent and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of this case; q. within seven days of notice to Claims and Noticing Agent of entry of an order closing the Chapter 11 case, provide to the Court the final version of the claims register as of the date immediately before the close of the case; and r. at the close of this case, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (ii) any other location requested by the Clerk's Office. Rust Omni will be paid at these rates: Hourly Rates for Standard and Custom Services Clerical Support $26.25-$37.50 per hour Project Specialists $48.75-$63.75 per hour Project Supervisors $63.75-$78.75 per hour Consultants $78.75-$105.00 per hour Technology/Programming $82.50-$123.75 per hour Senior Consultants $131.25-$146.25 per hour Equity Services $168.75 per hour Printing and Noticing Services Copy $.08 per image Document folding and insertion No Charge Labels/Envelope printing $.035 each E-mail noticing No Charge; Bulk email (>10,000) quoted upon request Certified email Quote upon request Facsimile noticing $.10/image Postage At cost Envelopes Varies by size Newspaper and Legal Notice Publishing Coordinate and publish legal notice Quote prior to publishing Claims Management Inputting proofs of claim Hourly rates (No per claim charges) Scanning $.10/image Remote Internet access for claims management Setup No charge Access No charge Creditor Database Data storage Waived for 3 months Under 10,000 records - No charge Over 10,000 records - .06 per record Over 100,000 records - .05 per record Informational Website Creation, configuration, and initial setup No charge Data entry/information updates $56.25 per hour Programming and customization $82.50-$123.75 per hour Court Docket and Claims Docket Updates No charge Debtor website hosting No charge Committee website hosting No charge Shareholder website hosting No charge Scanning $.10/image Virtual Data Rooms Quote upon request Call Centers / Dedicated Line Creation, configuration and initial setup No charge Hosting fee $5.50 per month Usage $.0825 per minute Service rates (actual talk and log-entry time) $48.75-$63.75 per hour Case Docket/Claims Register No charge Solicitation and Tabulation Plan and disclosure statement mailings Quoted prior to printing Ballot tabulation Standard hourly rates apply Public Debt and Equities Securities and/Rights Offerings Services Noticing Services Standard hourly rates apply Solicitation, Balloting and Tabulation Standard hourly rates apply Rights Offerings Standard hourly rates apply Security Position Identification Reports Standard hourly rates apply Schedules / SoFA Preparation and updating of schedules and SoFAs $26.25 - $146.25 per hour Pre-Petition Consulting Services e.g. , preparation of cash flow, analysis of cash management system, evaluation of insurance coverage, assist with payroll, assist procurement and distribution of cashiers checks Standard hourly rates apply UST Reporting Compliance e.g ., assist debtors to meet satisfy jurisdicational requirements, preparation of monthly operating and post-confirmation reports Standard hourly rates apply Liquidating / Disbursing Agent e.g ., comply with Plan requirements, preparation of disbursement reports, payout calculations, check generation, bank reconciliations Standard hourly rates apply Miscellaneous Telephone charges At cost Delivery At cost Archival DVD/CD-Rom $40.00 per copy Real-Time Reports Claims dashboard No charge Claim reports $25.00 Solicitation dashboard No charge Tabulation dashboard No charge Solicitation reports $25.00 Service list manager $0.05 per party, per generated list Paul H. Deutch, executive managing director of Rust Consulting/Omni Bankruptcy, 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. Rust Omni may be reached at: Paul H. Deutch Rust Consulting/Omni Bankruptcy 5955 De Soto Ave., Suite 100 Woodland Hills, CA 91367 Tel: 818-906-8300 Fax: 818-783-2737 and 1120 Avenue of the Americas, 4th Floor New York, NY 10036 Tel: 212-302-3580 Fax: 212-302-3820 About Limitless Mobile, LLC Limitless Mobile, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.DE. Case No. 16-12685) on December 2, 2016. Dilworth Paxson, LLP represents the Debtor as counsel. In its petition, the Debtor estimated $10 million to $50,000 million in assets and $50 million to $100 million in liabilities. The petition was signed by Amir Rajwany, chief operating officer. LIVE OAK LOUNGE: Landlord Objects to Disclosure Statement --------------------------------------------------------- 1980 Properties, LLC, objected to the disclosure statement explaining Live Oak Lounge, LLC's plan, complaining that the Disclosure Statement fails to disclose that: * Afallon Holdings, LLC's secured claim is not supported by any security agreement signed by the Debtor; * Afallon's claim is not supported by any promissory note issued by the Debtor to Afallon; * the UCC-1 filed by Afallon was recorded within the preference period and is avoidable; * the right to credit bid under Section 363(k) is not absolute and that "cause" exists in this case to preclude Afallon from credit bidding; and * an avoidance action would deprive Afallon from having a right to credit bid for the Debtor's assets. 1980 Properties, a landlord to the Debtor, also objects as inadequate the information on feasibility of the Plan. Further the Landlord objects to the Disclosure Statement because it represents that the Commercial Lease with the Landlord is intended to be assumed and assigned; however, the Debtor has filed only a motion to assume, and in that motion, there is no mention of assignment of the lease to a third-party. Payments under the Plan will be funded through business operations and through the buyer of Debtor's assets of the Debtor. The proposed distribution under the Plan provides no distribution to unsecured creditors. The Debtor owes about $15,000 to various trade vendors, none of whom are paid under this plan, but who will still benefit from it by enjoying continued business by continuing their relationship with the buyer. The Disclosure Statement is available at: http://bankrupt.com/misc/txnb16-42659-59.pdf 1980 Properties is represented by: Behrooz P. Vida, Esq. Carla Reed Vida, Esq. THE VIDA LAW FIRM, PLLC 3000 Central Drive Bedford, TX 76021 Tel: (817) 358-9977 Fax: (817) 358-9988 A consolidated hearing on the final approval of the disclosure statement and confirmation of the plan was held on November 29, 2016. About Live Oak Lounge Live Oak Lounge, LLC, is a Texas Limited liability company formed to provide an independent music venue, bar and restaurant in Fort Worth, Texas. On July 8, 2016, Live Oak Lounge, LLC, commenced a Chapter 11 case (Bankr. N.D. Tex. Case No. 16-42659). The petition was signed by Robert Johnson, managing member. The bankruptcy case was filed because Debtor's past mismanagement resulted in an IRS tax lien exceeding $200,000. The Debtor is represented by Warren V. Norred, Esq., at Norred Law, PLLC. The Debtor estimated assets at $0 to $500,000 and liabilities at $500,001 to $1 million at the time of the filing. LUCKY BOY RACING: Hires Advantage Law as Attorney ------------------------------------------------- Lucky Boy Racing, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Advantage Law Group, P.A. as attorney to the Debtor. Lucky Boy requires Advantage Law to: a. give advice to the Debtor with respect to its powers and duties as a Debtor-in-Possession and the continued management of its business operations; b. advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of court; c. prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the Debtor in all matters pending before the court; e. represent the Debtor in negotiation with its creditors in the preparation of a plan. Stan L. Riskin, member of Advantage Law Group, P.A., 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. Advantage Law can be reached at: Stan L. Riskin, Esq. ADVANTAGE LAW GROUP, P.A. 950 S. Pine Island Road, Suite A-150 Plantation, FL 33324 Tel: (954) 727-8271 About Lucky Boy Racing Lucky Duck Campground, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Or. Case No. 16-63434) on November 29, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Ted A Troutman, Esq., at Troutman Law Firm P.C. MADISON PROPERTY: Taps Edward Hay as Attorney --------------------------------------------- Madison Property Group, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Edward C. Hay, Jr. as attorney. The Debtor requires Mr. Hay to: (a) give legal advice with respect to its powers and duties in the continued operation of its business and management of its property; (b) prepare the necessary applications, answers, orders, reports, and other legal papers; and (c) perform all other legal services which may be necessary herein. Mr. Hay will be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Hay assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The attorney can be reached at Edward C. Hay, Jr., Esq. PITTS, HAY & HUGENSCHMIDT, P.A. 137 Biltmore Avenue Asheville, NC 28801 Tel: (828) 255-8085 Fax: (828) 251-2760 E-mail: ehay@phhlawfirm.com firm@phhlawfirm.com Madison Property Group, LLC is a single asset real estate, based in Marshall, N.C., filed a Chapter 11 petition (Bankr. W.D. N.C. Case No. 16-10480) on November 17, 2016. The Hon. George R. Hodges presides over the case. Edward C. Hay, Jr., Esq. serves as bankruptcy counsel. In its petition, the Debtor declared $1.38 million in total assets and $951,105 in total liabilities. The petition was signed by Larry D. Peek, member-manager. A list of the Debtor's eight unsecured creditors is available for free at http://bankrupt.com/misc/ncwb16-10480.pdf MAJESTIC AIR: Sale of Consigned LTP Inventory for $72K Approved --------------------------------------------------------------- Judge Geraldine Mund of the Bankruptcy Court for the Central District of California authorized Majestic Air's sale of the Lufthansa Technik Philippines inventory of aircraft parts ("Airline Parts") it held on consignment outside the ordinary course of business to Okay Airways Co, Ltd. for $72,000. A hearing on the Motion was held on Nov. 15, 2016 at 10:00 a.m. The Airline Parts are sold "as is, where is" without any representations or warranties, and be free and clear of the following ("Interests and Liens"): (a) the ownership interests asserted by LTP, its predecessors and successors in interest; (b) the lien asserted by Ansett in the Airline Parts; (c) any unrecorded equitable or legal interests in the Airline Parts asserted by any person or entity, or their respective predecessors and successors in interest; (d) the claims or interests asserted by any person or entity, or their respective predecessors and successors in interest, against the Estate which do not constitute liens against or interests in the Airline Parts; and (e) the claims or interests asserted by any person or entity, or their respective predecessors and successors in interest, evidenced by liens, encumbrances and interests. The Interests and Liens will continue in and attach to the proceeds from the sale of the Airline Parts in and to the same extent, validity, perfection, and priority as existed prior to the sale contemplated by the Order. The Debtor is to deposit the sale proceeds, which remain subject to the Interests and Liens as set forth, in the Debtor in Possession account which currently contains the segregated funds for LTP and such proceeds will not be disbursed until further order of the Court. The Debtor is authorized to pay the packing and shipping costs of the Airline Parts for the purpose of delivering the same to the Buyer and the Debtor's payment of such costs will be subject to the terms and conditions of the Debtor's use of cash collateral as separately ordered by the Court. Notwithstanding Bankruptcy Rule 6004(h), the Order will be effective immediately. About Majestic Air Majestic Air, Inc., is a corporation which acts as a broker of airplane spare parts which it resells to airlines and to other brokers in the industry. Majestic Air, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-11538) on May 23, 2016. The petition was signed by Tessie Cue, president. The case is assigned to Judge Martin R. Barash. The Debtor disclosed total assets of $3.47 million and total debts of $3.21 million. Majestic Air tapped Stella A. Havkin, Esq., at Havkin & Shrago as its legal counsel and Miles Carlsen, Esq., at Carlsen Law Corporation as special counsel. MARGUERITE BILLBROUGH: Disclosures OK'd; Plan Hearing on Dec. 21 ---------------------------------------------------------------- The Hon. Jean K. FitzSimon of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania has approved Marguerite R. Billbrough, P.C.'s amended disclosure statement dated Nov. 15, 2016, referring to the Debtor's amended plan of reorganization dated Nov. 15, 2016. The hearing on the confirmation of the Plan will be held on Dec. 21, 2016, at 9:30 a.m. Dec. 15, 2016, is the last day for filing and serving any objections to the Plan. Dec. 12, 2016, is the last day for returning completed ballots to counsel for the Debtor accepting or rejecting the Plan. A report of plan voting will be filed by or on behalf of the Debtor with a Court on or before Dec. 16, 2016. As reported by the Troubled Company Reporter on Dec. 5, 2016, the Debtor filed with the Court an amended disclosure statement accompanying an amended plan of reorganization, dated Nov. 15, 2016, which proposes a partial payment of unsecured claims over a five-year period of time. Class VI, Allowed Unsecured Claims, is Impaired under the Plan and will be afforded the right to vote on the Plan. The Allowed Claims of general unsecured creditors will be paid a proportional amount of their allowed claim on a pro-rata basis of the total amount of each claimant's allowed claim to the total general unsecured claim pool. Marguerite R. Billbrough, P.C., sought Chapter 11 protection (Bankr. E.D. Penn. Case No. Case No. 15-12338) on April 6, 2015. Paul J. Winterhalter, Esq., at Paul J. Winterhalter, P.C., serves as the Debtor's bankruptcy counsel. MARINA BIOTECH: CEO Presented at LD Micro Conference ---------------------------------------------------- Joseph W. Ramelli, the interim chief executive officer of Marina Biotech, Inc., gave a presentation regarding the Company at the LD Micro Main Event at the Luxe Sunset Boulevard Hotel in Los Angeles, California, on Dec. 8, 2016. A copy of the slide deck used in connection with the presentation is available for free at: https://is.gd/yvNWWW About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. Marina Biotech reported net income applicable to common stockholders of $2.64 million for the year ended Dec. 31, 2015, compared to a net loss applicable to common stockholders of $12.47 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Marina Biotech had $6.88 million in total assets, $5.47 million in total liabilities and $1.40 million in total stockholders' equity. Wolf & Company, P.C., in Boston, Massachusetts, 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, has a significant accumulated deficit and does not have sufficient capital to fund its operations. This raises substantial doubt about the Company's ability to continue as a going concern. MARK FEATHERS: Unsecureds To Recover 100% Over 60 Months -------------------------------------------------------- Mark Feathers filed with the U.S. Bankruptcy Court for the Northern District of California a combined plan of reorganization and disclosure statement dated Nov. 28, 2016. The Debtor intends to make payment of 100% of the claims of unsecured creditors, likely to result in a 100% recovery of allowed claims in over 60 monthly payments, with the exception of the U.S. Securities and Exchange Commission, whose claims are presently contested in the full amount of the claim by the Debtor with the U.S. 9th Circuit Court of Appeals, and the IRS, whose claims at present are with the U.S. Tax Court. Payments promised in the Plan constitute new contractual obligations that replace the Debtor's pre-confirmation debts. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor free and clear of all claims and interests. The Disclosure Statement is available at: http://bankrupt.com/misc/canb16-52430-42.pdf Mark Feathers filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No. 16-52430) on Aug. 23, 2016. MARK JEFFREY KLAMRZYNKSKI: Hearing on Plan Outline Set For Jan. 11 ------------------------------------------------------------------ The Hon. Paul Sala of the U.S. Bankruptcy Court for the District of Arizona has scheduled for Jan. 11, 2017, at 10:00 a.m. the hearing to consider the approval of Mark Jeffrey Klamrzynski's amended disclosure statement filed on Nov. 23, 2016, referring to the Debtor's plan of reorganization. Objections to the Disclosure Statement is fixed at five business days prior to the hearing date set for approval of the Disclosure Statement. Mark Jeffrey Klamrzynski filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 16-02390) on March 10, 2016, and is represented by Kenneth L. Neeley, Esq., and Chris J. Dutkiewicz, Esq., at Neeley Law Firm, PLC, in Chandler, Arizona. MARRONE BIO: To Offer $50 Million Worth of Securities ----------------------------------------------------- Marrone Bio Innovations, Inc., filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the offering of common stock, preferred stock, debt securities, warrants, rights to purchase such securities, either individually or in units, with a total value of up to $50,000,000. The Company's common stock trades on the Nasdaq Capital Market under the symbol "MBII." On Dec. 5, 2016, the last reported sale price of the common stock on the Nasdaq Capital Market was $2.42 per share. As of Nov. 9, 2016, the aggregate market value of the Company's outstanding common stock held by non-affiliates, or the public float, was approximately $48.6 million based on 24,658,302 shares of outstanding stock, of which 18,852,942 are held by non-affiliates, and a per share price of $2.58, which was the closing sale price of the Company's common stock on Nov. 9, 2016. Pursuant to General Instruction I.B.6 of Form S-3, in no event will the Company sell its common stock in a public primary offering with a value exceeding more than one-third of its public float in any 12-month period so long as its public float remains below $75,000,000. As of Nov. 9, 2016, one-third of the Company's public float is equal to approximately $16.2 million. A full-text copy of the Form S-1 is available for free at: https://is.gd/f2Sri6 About Marrone Bio Marrone Bio makes bio-based pest management and plant health products. Bio-based products are comprised of naturally occurring microorganisms, such as bacteria and fungi, and plant extracts. The Company's current products target the major markets that use conventional chemical pesticides, including certain agricultural and water markets, where the Company's bio-based products are used as alternatives for, or mixed with, conventional chemical products. The Company also targets new markets for which (i) there are no available conventional chemical pesticides or (ii) the use of conventional chemical pesticides may not be desirable or permissible either because of health and environmental concerns (including for organically certified crops) or because the development of pest resistance has reduced the efficacy of conventional chemical pesticides. All of the Company's current products are approved by the United States Environmental Protection Agency and registered as "biopesticides." The Company reported a net loss of $43.7 million in 2015, a net loss of $51.7 million in 2014, and a net loss of $31.2 million in 2013. As of Sept. 30, 2016, Marrone Bio had $50.24 million in total assets, $73.47 million in total liabilities and a total stockholders' deficit of $23.23 million. Ernst & Young LLP, in Sacramento, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred losses since inception, has a net capital deficiency, and has restrictive debt covenants that raise substantial doubt about its ability to continue as a going concern. MAXUS ENERGY: Hires EnergyNet to Sell Oil & Gas Properties ---------------------------------------------------------- Maxus Energy Corporation, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ EnergyNet.com, Inc. as sales broker and consultant to the Debtors. Maxus Energy requires EnergyNet to market and sell the Debtors' rights, title, and interest in and to the oil and gas properties, and to: a. act as a consultant to the Debtors and its subsidiaries for purposes of assisting and consummating direct placement negotiated sales of oil and gas properties; b. assist the Debtors to analyze properties for divestiture and develop a marketing strategy designed to achieve the Debtors' goals; c. identify, collect, and organize information needed to prepare offering materials; d. facilitate, to the degree desired for sale presentation by the Debtors, internal and third party coordination to finalize engineering, including evaluation of upside value; e. establish timeline goals and identify sale issues; f. advise the Debtors on market value estimates based on final engineering and price and timing assumptions; g. finalize marketing materials and information memoranda and organize data for marketing and internet or other data room presentation; h. distribute teasers or publish select advertising for broad market exposure and personally contact, as practical, select recipients to gauge interest level in the Properties and ensure offering attention; i. if and as appropriate, receive and review executed confidentiality agreements from buyers; j. manage buyer activity throughout marketing and assist with the data needs of buyers; k. receive bids and advise Debtors on bid evaluations; l. facilitate negotiation of bids to the extent desired by Debtors; and m. provide buyer due diligence and closing support, as requested by Debtors. EnergyNet will be paid as follows: a. Upon the closing of any sale of the Properties during the term of the engagement, 3 or within 180 days following the end of the engagement, the Debtors shall pay EnergyNet a fee (a "Sale Success Fee") based on the schedule (the "Commission Schedule") set forth on Exhibit C to the Engagement Agreement. b. The Sale Success Fee is based on the "total gross sales price" received by the Debtors for the Properties. The term "total gross sales price" shall mean the total of all cash, plus the fair market value of all other non-cash forms of payment, received by the Debtors in connection with a sale. c. The Sale Success Fee and all other payments to EnergyNet shall be paid in cash, in immediately available funds from receipt of the closing, at its place of business in Potter County, Texas. If and when the Debtors seek Court approval of a sale, the Debtors will, as part of that application to the Court, seek approval of the payment, on an interim basis, of the Sale Success Fee. d. The Commission Schedule applies to sales as follows: 3.0% of the first $5,000,000 in aggregate sales; 2.5% of aggregate sales between $5,000,000 and $10,000,000; 2.0% of aggregate sales between $10,000,000 and $20,000,000; and 1.5% of aggregate sales greater than $20,000,000. e. Other than the Sale Success Fee, the Debtors shall not pay any additional fees or retainers to EnergyNet; there is no sales tax on the Sale Success Fee. Chris Atherton, member of EnergyNet.com, 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 (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. EnergyNet can be reached at: Chris Atherton ENERGYNET.COM, INC. 7201 W I-40, Suite 319 Amarillo, TX 79106 Tel: (806) 351-2953 Fax: (806) 354-2835 About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filed a voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise. The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MAXUS ENERGY: Hires Hilco Streambank to Sell IP Addresses --------------------------------------------------------- Maxus Energy Corporation, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Hilco Streambank as IP Address broker to the Debtors. Maxus Energy requires Hilco Streambank to market and sell the Debtors' internet protocol numbers and other internet number resources, including as follows: a. collect and secure all of the available information and other data concerning the IP Addresses; b. develop and execute a sales and marketing program designed to elicit proposals to acquire the IP Addresses from qualified acquirers with a view toward completing one or more sales, assignments, licenses, or other dispositions of the IP Addresses; and c. assist in the transfer of the IP Addresses to the acquirer who offer the highest or otherwise best consideration for the IP Addresses. Hilco Streambank will be paid a commission of 6% of the aggregate gross proceeds. David Peress, member of Hilco Streambank, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Hilco Streambank can be reached at: David Peress HILCO STREAMBANK 980 Washington Street, Suite 330 Dedham, MA 02026 Tel: (781) 471-1239 E-mail: depress@hilcoglobal.com About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filed a voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise. The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MAXUS ENERGY: Hires Keen as Real Estate Broker ---------------------------------------------- Maxus Energy Corporation, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Keen-Summit Capital Partners LLC as real estate broker to the Debtors. Maxus Energy requires Keen to market and sell the Debtors' real properties known as 80/20 Lister Avenue, Newark, New Jersey; 1015-1035 Belleville Turnpike, Kearny, New Jersey; 2 O'Brien Road, Kearny, New Jersey; 1897 Fairport Nursery Road, Painesville, Ohio; 5421 Reichhold Road, Holt, Alabama, and provide the following services: Market Assessment a. preliminarily review existing and relevant real estate documentation pertaining to each Real Property, including but not limited to real estate appraisals, title reports, surveys, site plans, development plans, feasibility studies, etc.; b. preliminarily review existing and relevant environmental reports and communicate with the Debtors' current environmental experts and other professional advisors; c. communicate preliminary findings that, on a property-by- property basis, summarize Keen's findings and provide Keen's recommendations as to how to maximize value along with a reasonably likely value range, as well as recommend additional reports or studies; d. oversee and assist the Debtors' legal counsel in its preparation of a form of sales contract; and e. as soon as reasonably practicable, conduct site visits for those Real Properties where Keen believes the benefits of the site visit substantially exceed the associated costs. Property Disposition a. coordinate with the Debtors regarding the development of due diligence materials; b. develop, subject to the Debtors' review and approval, a marketing plan and implement each facet of the marketing plan; c. communicate regularly with prospects and maintain records of communications; d. solicit offers for the closing of a sale or transfer of title to the Real Properties (a "Transaction"); e. assist the Debtors in evaluating, structuring, negotiating and implementing the terms and conditions of a proposed Transaction; f. if and as appropriate, develop and implement, subject to the Debtors' review and approval, an auction plan, including arranging auction logistics, assisting the Debtors' counsel with auction bid procedures, assisting the Debtors to qualify bidders, and running the auction at a mutually convenient location to be designated by the Debtors; g. communicate regularly with the Debtors and their professional advisors in connection with the status of its efforts; and h. work with the Debtors' attorneys responsible for the implementation of the proposed Transactions, reviewing documents, negotiating and assisting in resolving problems which may arise. Keen-Summit will be paid as follows: a. If and to the extent that the Debtors' Boards of Directors decide to sell one or more of the Real Properties, and as and when the Debtors close a Transaction, whether such Transaction is completed individually or as part of a package or as part of a sale of all or a portion of the Debtors' business or as part of a plan of reorganization, then Keen shall have earned compensation per Transaction equal to the greater of (i) twenty-five thousand dollars ($25,000) or (ii) eight percent (8%) of the first one million dollars of Gross Proceeds 4 per Real Property, plus five percent (5%) of all Gross Proceeds per Real Property between one and three million dollars, and four percent (4%) of all Gross Proceeds per Real Property in excess of three million dollars (such fee, the "Transaction Fee"). Moreover, any fee earned for the Market Assessment shall be credited against a Transaction Fee. b. If, before Keen has commenced marketing a Real Property, the Debtors close a Transaction with Occidental Chemical Corporation ("OCC"), then Keen shall have earned compensation per such Transaction with OCC of fifty percent (50%) of the Transaction Fee. c. subject to approval of any fees and expenses by the Court, all Transaction Fees shall be paid, in full, off the top, from the Transaction proceeds or otherwise, simultaneously with the closing or other consummation of each Transaction. If and when the Debtors seek Court approval of a Transaction, the Debtors will, as part of that application to the Court, seek approval of the payment, on an interim basis, of the Transaction Fee. Harold J. Bordwin, member of Keen-Summit Capital Partners 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 (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Keen-Summit can be reached at: Harold J. Bordwin KEEN-SUMMIT CAPITAL PARTNERS LLC 10 East 53rd Street, 28th Floor New York, NY 10022 Tel: (646) 381-9201 About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filed a voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise. The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC serves as financial advisor for the Committee. MEG ENERGY: Bank Debt Trades at 6.90% Off ----------------------------------------- Participations in a syndicated loan under MEG Energy Corp. is a borrower traded in the secondary market at 93.10 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.65 percentage points from the previous week. MEG Energy Corp pays 275 basis points above LIBOR to borrow under the 1287 billion facility. The bank loan matures on Mar. 16, 2020 and Moody's B3 rating and Standard & Poor's BB+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended November 25. MEG ENERGY: Fitch Assigns 'B' IDR on Ample Liquidity ---------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating of 'B' to MEG Energy Corp. Approximately CAD $4.9 billion (USD $3.8 billion) is affected by the rating action. The Rating Outlook is Negative. KEY RATING DRIVERS MEG's 'B' rating reflects its ample liquidity and manageable maturity profile, improving cost structure, and long-lived asset base. These considerations are offset by an elevated near-term leverage profile, single project concentration, and reduced cash flows related to the current commodity price environment. The Negative Outlook reflects Fitch's concern around MEG's ability to implement meaningful balance sheet debt reduction in a lower priced oil environment or absent a sale of the Access Pipeline. AMPLE LIQUIDITY THROUGH 2019 As of Sept. 30, 2016, MEG had CAD $103 million of cash and an additional undrawn CAD $3.3 billion (USD $2.5 billion) revolving credit facility that matures November 2019. The company's debt is covenant lite and the credit facility is not linked to a borrowing base. MEG's earliest maturity is its secured term loan which currently has CAD $1.6 billion outstanding with a maturity date of March 31, 2020. Management is committed to reducing leverage and Fitch expects MEG to fund future developments within cash flows. PRODUCTION GROWTH RESUMES IN 2018 MEG is currently focused on two lower cost growth projects that should increase cash flows and lower fixed costs per incremental barrel. The two projects combined will add approximately 30 mboe/d to production, bringing total production to around 110 mboe/d by 2020. The enhanced Modified Steam And Gas Push (eMSAGP) project is expected to add 15 to 20 mboe/d to production and the brownfield expansion on Phase 2B is expected to add 13 mboe/d to production, effectively deleveraging the company through increased volumes and cash flows. Fitch's base case expects this development capital will be funded with operating cash flow and possible pipeline proceeds. In the event that the pipeline sale does not go through, Fitch expects that MEG would focus on eMSAGP while remaining cash flow neutral. REDUCED OPERATING AND CAPITAL EXPENSES MEG has been successful in reducing their net operating expenses quarter over quarter, helping to lower their cash breakeven price. Operating costs, net of power revenue, fell from CAD $9.69/bbl in the nine months ended third quarter (Q3) 2015 to CAD $7.89 in the nine months ended Q3 2016. MEG has stated that their operating breakeven WTI price fell from USD $37/bbl in 2015 to USD $32/bbl in Q3 2016. In addition to improving their operating cost structure, the company has also reduced their capital spending significantly. Management is currently targeting capex of CAD $140 million for 2016, which is almost 60% lower than their previous guidance given in December 2015. The company was able to reduce capex by deferring some growth projects as well as realizing efficiency gains from their eMSAGP process. HEDGE PROGRAM INITIATED IN Q1 2016 In the first quarter of 2016, MEG initiated a hedge program to help protect their liquidity and provide cash flow stability. Currently the company has fixed hedges in place for WTI and the WCS differential as well as WTI collars. As of Q3 2016, the company has hedged around 38% of their Q4 2016 blend sales as well as around 40% of their condensate purchases through the rest of 2016. Assuming annual production of 80 to 83 mboe/d, roughly 40% of their remaining condensate purchases for 2017 are hedged. The company is currently focused on the next six to 12 months for hedging activity but Fitch expects the company to increase hedge positions further out if given the opportunity. ELEVATED NEAR TERM LEVERAGE MEG's latest 12 months (LTM) debt/EBITDA increased to 27.4x in Q3 2016, up significantly from 4.5x at 2014 year-end (YE). This was driven in a large part by the commodity price decline which reduced EBITDA from CAD $970 million in 2014 to CAD $181 million as of LTM Q3 2016. While LTM leverage is significantly above mid-cycle levels, Fitch expects it will decline considerably and fall within tolerances for the rating category by Fitch's midcycle year of 2018, due to the combination of higher oil prices, growth in production, and deleveraging funded in part by the Access pipeline sale. Under Fitch's base case price assumptions leverage is expected to fall to 5.8x in 2018. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for MEG include: -- WTI oil price of USD $42/bbl in 2016, USD $45/bbl in 2017, USD $55/bbl in 2018, USD $60/bbl in 2019 to USD $65/bbl long term; -- Foreign exchange rate movements linked to oil price changes; -- Flat near term production, with growth resuming in 2018 based on an increasing capital budget and near term project completions; -- Capex of CAD $140 million in 2016, projected to increase as capital projects are deployed; -- Access pipeline sale in 2018 in the range of CAD $1.0 billion to CAD $1.4 billion, with proceeds used to reduce debt and fund production growth. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to positive rating action include: For an upgrade to 'B+': -- Material reductions in balance sheet debt, leading to lower through-the-cycle leverage metrics; -- Year-over-year production growth, with capex funded in a credit-neutral manner; -- Mid-cycle debt/EBITDA projections below 4.0x; -- Mid-cycle debt (USD)/flowing barrel less than $35,000. Fitch does not anticipate a positive rating action in the near term given the elevated near-term leverage profile. Removal of Negative Outlook: -- Repayment of a significant portion of the Term Loan prior to the maturity of the credit facility, or other deleveraging activity. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: For a downgrade to 'B-': -- Liquidity of less than CAD $2.0 billion; -- Mid-cycle FFO fixed charge coverage below 2.0x; -- Mid-cycle debt/EBITDA projections over 6x; -- Debt (USD)/flowing barrel greater than $50,000. FULL LIST OF RATING ACTIONS Fitch has assigned these first-time ratings: MEG Energy Corp. -- Long-Term IDR 'B'; -- Senior secured bank facility 'BB/RR1'; -- Senior secured term loan 'BB/RR1'; -- Senior unsecured notes 'B/RR4'. The Rating Outlook is Negative. MEMORIAL PRODUCTION: Moody's Keeps Limited Default Designation -------------------------------------------------------------- Moody's Investors Service said that it will keep the limited default (LD) designation assigned on Dec. 1, 2016 to Memorial Production Partners LP's (MEMP) Probability of Default Rating (PDR), leaving MEMP's PDR as Ca-PD/LD. RATINGS RATIONALE On Dec. 8, 2016, MEMP announced that it extended its previously announced forbearance agreements with certain noteholders that hold 51.7% of the Partnership's 7.625% senior notes due 2021 (the "2021 notes") and hold 69% of the Partnership's 6.875% senior notes due 2022 (collectively, the noteholders), under which the noteholders have agreed to forbear from exercising any and all remedies available to them as a result of MEMP's previously announced election to not make an interest payment of approximately $25 million due on the 2021 notes. The Forbearance Agreement now extends through Dec. 16, 2016. The "/LD" designation will not be removed until the missed interest payment issue is resolved. Although, the company entered into a forbearance agreement with the noteholders, Moody's deems this event a default. Memorial Production Partners LP is a publicly traded partnership engaged in the acquisition, production and development of oil and natural gas properties in the United States. MEMP is headquartered in Houston, Texas. The principal methodology used in this rating/analysis was "Global Independent Exploration and Production Industry" published in December 2011. MESOBLAST LIMITED: MDACC to Fund Clinical Trial for Cancer Patients ------------------------------------------------------------------- Mesoblast Limited announced that MD Anderson Cancer Center (MDACC) in Texas and the United States National Institutes of Health (NIH) will fund a clinical trial combining Mesoblast's two synergistic proprietary technologies, Mesenchymal Precursor Cell (MPC)-based expansion and ex-vivo fucosylation of hematopoietic stem cells (HSCs) for cord blood transplantation in cancer patients. The trial will provide clinical data on whether the combination of these two technologies synergistically facilitates more rapid cord blood HSC engraftment for bone marrow transplant patients than can be achieved by either technology alone. The number of allogeneic bone marrow transplants performed globally each year could be substantially increased beyond the current 30,000, for cancer and non-cancer indications, if safe and effective alternative sources of allogeneic HSCs are available, such as cord blood, for patients who cannot find a matched donor. Unfortunately, cord blood transplants are associated with prolonged engraftment times due to insufficient numbers and inadequate homing capacity of cord blood HSCs, adversely impacting their clinical outcomes. Combining Mesoblast's proprietary technologies using MPC-based expansion plus ex-vivo fucosylation of cord blood HSCs aims to overcome the two key limitations to using cord blood for rapid, early engraftment and bone marrow reconstitution in adult bone marrow transplant patients. This novel clinical strategy has the potential to significantly increase the number of patients who can receive unrelated donor transplants. Previously, Mesoblast conducted a Phase 2 clinical trial which demonstrated that transplantation of HSCs from MPC-expanded cord blood resulted in a reduced engraftment time, from a median of 24 days for placebo-treated cells to a median of 15 days for co-cultured cells. Separately, another Phase 2 clinical study showed that transplantation of fucosylated, but non-expanded, cord blood HSCs also resulted in a reduced median engraftment time of 17 days. More recently, preclinical results from a group led by Dr Elizabeth J. Shpall, Director of the Cell Therapy Laboratory and a Professor in the Department of Stem Cell Transplantation at MDACC, where MPC-based expansion and ex vivo-fucosylation technologies were combined, showed a very rapid engraftment time of approximately seven days. "Our data suggest that combining Mesoblast's MPC-based HSC expansion and ex vivo fucosylation technologies may be the optimal clinical strategy for rapid engraftment of cord blood transplants, potentially making cord blood transplantation a real option for many desperate patients who cannot find a suitable alternative," said Dr Shpall. The new trial of up to 25 patients, entitled 'Cord Blood Ex-vivo MPC Expansion Plus Fucosylation to Enhance Homing and Engraftment', is supported by a grant from the NIH National Cancer Institute (NCI Grant R01 CA061508-19) and will be led by Dr Amanda Olson, Assistant Professor, Department of Stem Cell Transplantation and Dr Shpall at MDACC. If the results of the combination study are positive, Mesoblast's proprietary ex vivo-fucosylation technology may be incorporated into the company's Phase 3 program of MPC-expanded HSCs. About HSC Transplantation Treatment of Patients with Advanced Blood Cancers Many patients with advanced blood cancers, such as acute myeloid leukemia, require a stem cell transplant to repopulate bone marrow HSCs after treatment with high dose chemotherapy. Patients typically undergo transplant with blood stem cells taken from the bone marrow or peripheral blood of a donor with a matched tissue type. However, it may be difficult to find a matched donor, especially for patients who are part of a racial or ethnic minority. While transplants using cord blood-derived stem cells do not require the same degree of donor matching as blood and marrow, this approach has had limited success due to the low yield of stem cells in cord blood and their reduced ability to localize within the recipient's bone marrow. About Ex-Vivo Fucosylation Technology Ex vivo fucosylation is the addition of the sugar fucose to surface receptors on cells, including HSCs and mesenchymal lineage stem cells. This process modifies receptors on these cells by adding carbohydrate or sugar sequences which allows them to be recognized by and bound to their ligands present on endothelial cells lining blood vessels in inflamed tissues and in human bone marrow. As a result, such modified cells demonstrate enhanced homing properties to bone marrow or to tissues that are inflamed. Mesoblast has exclusively licensed the ex-vivo fucosylation technology, which was developed at the Harvard Medical School by Dr Robert Sackstein, for use with HSCs and with allogeneic mesenchymal lineage cells. This cell targeting technology resulted in engraftment of systemically infused human HSCs into mouse bone marrow at a rate ten times that of unmodified human HSCs. About Mesoblast Ltd. Melbourne, Australia-based Mesoblast Limited (ASX:MSB; Nasdaq:MESO) develops cell-based medicines. The Company has leveraged its proprietary technology platform, which is based on specialized cells known as mesenchymal lineage adult stem cells, to establish a broad portfolio of late-stage product candidates. Mesoblast's allogeneic, 'off-the-shelf' cell product candidates target advanced stages of diseases with high, unmet medical needs including cardiovascular diseases, immune-mediated and inflammatory disorders, orthopedic disorders, and oncologic/hematologic conditions. Mesoblast reported a loss before income tax of $90.82 million for the year ended June 30, 2016, compared to a loss before income tax of $96.24 million for the year ended June 30, 2015. As of Sept. 30, 2016, Mesoblast had $665.44 million in total assets, $155.57 million in total liabilities and $509.87 million in total equity. PricewaterhouseCoopers, in Melbourne, Australia, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. MICHAEL G. MCLAUGHLIN: To Continue Paying Mortgages Under Plan -------------------------------------------------------------- Michael G. McLauglin and Janeen McLauglin filed with the U.S. Bankruptcy Court for the Western District of Washington a Chapter 11 plan, which proposes to pay their secured mortgage claims pursuant to their respective contracts. The Debtors will be continuing payments they have been making, except for the second mortgage on their residence, and the mortgage on the Gardena, California, rental. Payments under the Plan will be funded by the Debtors' usual real estate work, rental income, and Social Security benefits. There are no known general unsecured claims against the Debtors. But any general unsecured claims that will become known will receive best efforts payment over the life of the Plan, totaling 5%. A full-text copy of the Disclosure Statement dated November 18, 2016, is available at: http://bankrupt.com/misc/wawb15-15203-94.pdf Michael G. McLauglin and Janeen McLauglin originally filed a Chapter 13 petition (Bankr. W.D. Wash. Case No. 15-15203), which they converted to a Chapter 11 proceeding on December 3, 2016. MICROVISION INC: Inks Underwriting Pact with Ladenburg Thalmann --------------------------------------------------------------- MicroVision, Inc. entered into an underwriting agreement with Ladenburg Thalmann & Co. Inc. on Dec. 9, 2016. The Underwriting Agreement provides for the sale of 12,149,533 shares of common stock, par value $0.001 per share, at a public offering price of $1.07 per share, less an underwriting discount of $0.0749 per share. The Company also granted the Underwriter a 30-day option to purchase up to an additional 1,822,430 shares of Common Stock to cover over-allotments, if any. The sale of the shares of Common Stock pursuant to the Underwriting Agreement is expected to close on or about Dec. 14, 2016, subject to the satisfaction of customary closing conditions. The Shares are being offered and sold pursuant to the Company's registration statement on Form S-3 (Registration No. 333-211869) declared effective by the Securities and Exchange Commission on June 22, 2016. A prospectus supplement relating to the sale of the shares of Common Stock will be filed with the SEC. The Company expects to receive net proceeds from the offering of approximately $11.8 million, or approximately $13.6 million if the Underwriter exercises its option to purchase additional shares in full, after deducting the underwriting discount and estimated offering expenses payable by the Company. The Company intends to use the net proceeds of the offering for general corporate purposes. About MicroVision Redmond, Washington-based MicroVision, Inc., is developing its PicoP(R) display technology that can be adopted by its customers to create high-resolution miniature laser display and imaging modules. This PicoP display technology incorporates the company's patented expertise in two-dimensional Micro-Electrical Mechanical Systems (MEMS), lasers, optics and electronics. MicroVision reported a net loss of $14.5 million on $9.18 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of $18.1 million on $3.48 million of total revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, MicroVision had $11.90 million in total assets, $13.20 million in total liabilities and a total shareholders' deficit of $1.29 million. Moss Adams LLP, in Seattle, Washington, 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, which raises substantial doubt about its ability to continue as a going concern. MOULTON PROPERTIES: Hires Neal & Company as Real Estate Broker -------------------------------------------------------------- Moulton Properties Holdings, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Florida to employ Neal & Company, LLC as commercial real estate broker to the Debtor. Moulton Properties requires Neal & Company to market and sell the Debtor's real property described as 1.4377 acres of developed property located at 1300 N. Palafox Street, Pensacola, Florida. Neal & Company will be paid a commission of 5% of the purchase price. Donald C. Neal, member of Neal & Company, 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. Neal & Company can be reached at: Donald C. Neal NEAL & COMPANY, LLC 105 E Garden Street Pensacola, FL 32502 Tel: (850) 444-9994 Fax: (850) 444-9992 About Moulton Properties Holdings Moulton Properties Holdings, LLC filed a chapter 11 petition (Bankr. N.D. Fla. Case No. 15-31131) on November 16, 2015. The petition was signed by Mary E. Moulton, manager. The Debtor is represented by Steven L. Beiley, Esq., at Aaronson Schantz Beiley P.A. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. MOUNTAIN WEST VALVE: Seeks to Hire J & A Accounting --------------------------------------------------- Mountain West Valve, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Utah to employ J & A Accounting, Inc. as accountant to the Debtor. Mountain West requires J & A Accounting to prepare the Debtor's 2015 corporate federal and state tax returns. J & A Accounting will be paid the amount of $1,500. J & A Accounting 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. J & A Accounting can be reached at: J & A ACCOUNTING, INC. 898 S. Main Street Pleasant Grove, UT 84062 Tel: (801) 796-7597 About Mountain West Mountain West Valve, Inc., based in Salt Lake City, UT, filed a Chapter 11 petition (Bankr. D. Utah, Case No. 16-21396) on February 29, 2016. Hon. William T. Thurman presides over the case. Matthew K. Broadbent, Esq., at Vannova Legal, PLLC, serves as the Debtor's bankruptcy 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 Kenny Guest, owner/president. NEIMAN MARCUS: Bank Debt Trades at 9.20% Off -------------------------------------------- Participations in a syndicated loan under Neiman Marcus Group Inc is a borrower traded in the secondary market at 90.80 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.39 percentage points from the previous week. Neiman Marcus Group Inc pays 300 basis points above LIBOR to borrow under the 2900 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 November 25. NELSON'S ACADEMY: Hires Booker as Bankruptcy Counsel ---------------------------------------------------- Nelson's Academy, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ the Law Office of Vaughn A. Booker as counsel to the Debtor. Nelson's Academy requires Booker to: a) give the Debtor legal advice with respect to its powers and duties as Debtor and Debtor-in-possession; b) prepare on behalf of the Debtor necessary applications, answers, orders, reports and other legal papers; c) represent the Debtor in defense of any proceedings instituted to reclaim property or to obtain relief from the automatic stay provisions under Section 362(a) of the Bankruptcy Code; d) assist the Debtor in the preparation of schedules, statements of financial affairs and any amendments thereto, which the Debtor may be required to file in this case; e) assist the Debtor-in-possession in the preparation of a plan of reorganization and disclosure statement; and f) perform all other legal services for the Debtor which may be necessary herein. Booker will be paid at the hourly rate of $300. Prior to the filing of the Bankruptcy Petition on June 17, 2016, Booker received the sum of $1,500 from the Debtor. Booker will also be reimbursed for reasonable out-of-pocket expenses incurred. Vaughn A. Booker, member of the Law Office of Vaughn A. Booker, 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. Booker can be reached at: Vaughn A. Booker, Esq. LAW OFFICE OF VAUGHN A. BOOKER 1420 Walnut Street, Suite 815 Philadelphia, PA 19102 Tel: (215) 545-0474 Fax: (215) 545-0656 About Nelson's Academy Nelson's Academy, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 16-14370) on June 17, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Vaughn A. Booker, Esq. at the Law Office of Vaughn A. Booker. NORTEL NETWORKS: Jan. 9 Deadline to Vote on Ch. 11 Plan ------------------------------------------------------- Nortel Networks Inc. and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a first amended disclosure statement for the first amended joint Chapter 11 plan, dated Dec. 1, 2016. The First Amended Disclosure Statement disclosed, among other things, the following: * SNMP Research International, Inc., filed proofs of claim in the Debtors' bankruptcy proceedings (other than against NN CALA and NNIII), asserting claims for $22,000 for unpaid software licensing royalties, later amended upward to claim approximately $8.4 million. On November 23, 2016, SNMPRI and SNMP Research, Inc., filed a motion to allow them to file proposed prepetition claims asserting liability in an amount in excess of $81 million, which the Debtors intend to oppose. On November 2, 2016, SNMP Research served the Debtors with an expert report that purports to set forth SNMP Research’s claimed damages, and on November 23, 2016, SNMP Research moved the Court to allow SNMPRI's previously-filed proofs of claim to be amended and also to add SNMPR as a claimant. In a declaration attached to that motion, SNMP Research contends that its prepetition damages against the Debtors total at least $81.08 million, including at least $33.12 million in actual damages, at least $39.27 million in profits (assuming actual damages are awarded in full) and at least $8.69 million in interest. At present, only SNMPRI has filed proofs of claim. In its motion for leave to amend the proofs of claim, SNMP Research seeks to add SNMPR as a claimant and to significantly change the amount and nature of its previously-filed claims. SNMP Research's Objection claims that it holds postpetition administrative damages claims against each of the Debtors in the total amount of at least $47.12 million, including $3.16 million in actual damages, $12.75 million in profits (assuming actual damages are awarded in full), $22.82 million in contributory infringement damages and $8.39 million in interest. The Debtors assert that they have substantial defenses to these claims and intend to vigorously contest such claims, including SNMPRI's present attempt to amend its prepetition claims to add a new party and to increase the amount it is claiming to $81.08 million. * The Nortel Trades Claims Consortium has informed the Debtors and the Court that it does not support either (a) the payment of up to $5.0 million in fees to the NNCC Bonds Trustee and counsel to Solus Alternative Asset Management LP and PointState Capital LP or (b) the reservation by NNI of $7.5 million from cash otherwise available for distributions to be paid in respect of the NNCC Bonds Claims in the event that distributions on account of such claims are less than $150,951,562 and the NTCC has requested additional disclosure why it is justified. The Debtors note that these terms, along with the various other terms of the SPSA, constitute part of an integrated settlement among the Debtors and the other parties to the SPSA, and the settlement in its totality, including all of its components, are in the best interests of the Debtors and their creditors. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/deb09-10138-17502.pdf Jan. 24 Plan Confirmation Hearing Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware approved the first amended disclosure statement for the first amended joint Chapter 11 plan, dated Dec. 1, 2016, proposed by Nortel Networks Inc. and affiliates. Dec. 8, 2016 is fixed as the voting objection deadline. The voting objection reply must be filed no later than 4:00 p.m. on the date that falls 14 days after such objection and request for estimation is filed by the Debtors. A hearing on the confirmation of the Plan is set for Jan. 24, 2017 at a time convenient for the Court. Jan. 9, 2017 at 4:00 p.m. is fixed as deadline for objections to the confirmation of the Plan. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., and Howard S. Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serve as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The U.S. Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The trial on how to divide proceeds among creditors in the U.S., Canada, and Europe commenced on Sept. 22, 2014. The question of how to divide $7.3 billion raised in the international bankruptcy of Nortel Networks Corp. was answered on May 12, 2015, by two judges, one in the U.S. and one in Canada. According to The Wall Street Journal, Justice Frank Newbould of the Ontario Superior Court of Justice in Toronto and Judge Kevin Gross of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the outcome: a modified pro rata split of the money. NORTHERN POWER: John Simon Reports 13.3% Stake as of Dec. 6 ----------------------------------------------------------- John Simon disclosed in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Dec. 6, 2016, he beneficially owns 3,091,265 shares of common stock, no par value per share, of Northern Power Systems Corp. representing 13.34 percent based on a total of 23,173,884 shares of voting Company Common Stock outstanding as of Nov. 11, 2016. On Nov. 28, 2016, Mr. Simon received an annual grant of 30,000 shares of restricted Common Stock under the Northern Power Systems Corp. 2014 Stock Option Plan. The shares fully vested on the date of the grant. On Nov. 30, 2016, Mr. Simon received 36,000 shares of Common Stock under the Northern Power Systems Corp. 2014 Stock Option Plan in lieu of cash for 50% of his Board fee. The shares fully vested on the date of the grant. On Dec. 6, 2016, the Reporting Person purchased 401,279 shares of Common Stock with $75,501 in personal funds. On Dec. 8, 2016, the Reporting Person purchased 168,462 shares of Common Stock with $31,696 in personal funds. A full-text copy of the regulatory filing is available at: https://is.gd/dQVXmT About Northern Power Systems Northern Power Systems designs, manufactures, and sells wind turbines and power technology products, and provides engineering development services and technology licenses for energy applications, into the global marketplace from its U.S. headquarters and European offices. Northern Power reported a net loss of $7.79 million in 2015, a net loss of $8.78 million in 2014 and a net loss of $14.57 million in 2013. As of Sept. 30, 2016, Northern Power had $20.18 million in total assets, $21.95 million in total liabilities and a total shareholders' deficit of $1.76 million. RSM US LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company incurred recurring losses from operations, used cash in operations and has an accumulated deficit of $168.4 million as of Dec. 31, 2015. The Company's credit agreement is due to expire on Sept. 30, 2016. This raises substantial doubt about the Company's ability to continue as a going concern. OLAYINKA O. OLUWOLE: Dec. 22 Plan Confirmation Hearing Set ---------------------------------------------------------- Judge Vincent F. Papalia of the U.S. Bankruptcy Court for the District of New Jersey approved the disclosure statement explaining the Chapter 11 plan proposed by debtor Olayinka O. Oluwole and will convene a hearing on December 22, 2016, at 11:00 a.m., to consider confirmation of the Plan. According to the Combined Plan and Disclosure Statement, the Debtor seeks to satisfy creditor claims, to extent allowed by the Bankruptcy Code, by way of employment wages and sale of real property located at 88 Ogle Road, Old Tappan, NJ 07675. Secured Claim held by the State of B.C. Pam LP. The Creditor filed proof of claim No. 7 in the secured amount of $2,740,500 will be bifurcated into an allowed secured claim in the amount of $2,000,000 and a general unsecured claim in the amount of $740,500. The allowed secured claim of this creditor was satisfied by the sale of real property in accordance with the Settlement Agreement. The balance of B.C.'s claim will be paid treated like other general unsecured claims. General unsecured creditors are impaired. For a total of 60 months, the Debtor will make monthly payments to the disbursing agent in an amount equal to one-twelfth of the annual projected disposable income of the Debtor. The disbursing agent will distribute the funds so paid by the Debtor to the holder of the Unsecured Claims on a pro-rata basis commencing five months from the Debtor's initial payment and annually thereafter during the life of the plan. A copy of the Combined Plan and Disclosure Statement is available at: http://bankrupt.com/misc/njb15-12247_73_DS_Oluwole.pdf About Olayinka O. Oluwole Olayinka O. Oluwole, is a Health Care Administrator at Harlem Hospital Center, in New York, NY. She receives the majority of her personal income from employment. Ms. Oluwole is the co-owner of real property located 88 Ogle Road, Old Tappan, New Jersey. Ms. Oluwole filed a Chapter 11 petition (Bankr. D.N.J. Case No. 15-12247) on Feb. 9, 2015, and is represented by David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens LLP, in Wayne, New Jersey. OPEXA THERAPEUTICS: Albert & Margaret Alkek Foundation Files 13D/A ------------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, Albert and Margaret Alkek Foundation, Alkek & Williams Ventures Ltd., Daniel C. Arnold, Joe M. Bailey, Chaswil, Ltd., DLD Family Investments, LLC, Scott B. Seaman, and Randa Duncan Williams disclosed that they have ceased to be the beneficial owners of more than five percent of Opexa Therapeutics, Inc.'s common stock as of Dec. 2, 2016. A full-text copy of the regulatory filing is available for free at https://is.gd/8k1UvP About Opexa Opexa Therapeutics, Inc. is a biopharmaceutical company developing a personalized immunotherapy with the potential to treat major illnesses, including multiple sclerosis (MS) as well as other autoimmune diseases such as neuromyelitis optica (NMO). These therapies are based on its proprietary T-cell technology. The Company's mission is to lead the field of Precision Immunotherapy by aligning the interests of patients, employees and shareholders. Opexa reported a net loss of $12.02 million in 2015 following a net loss of $15.05 million in 2014. As of Sept. 30, 2016, the Company had $7.17 million in total assets, $2.84 million in total liabilities and $4.33 million in total stockholders' equity. "As of September 30, 2016, the Company had cash and cash equivalents of $5.8 million as well as accounts payable and accrued expenses aggregating $2.1 million. While the Company recognizes revenue related to the $5 million and $3 million payments from Merck received in February 2013 and March 2015 in connection with the Option and License Agreement and the Amendment over the exclusive option period based on the expected completion term of the Company's Phase IIb clinical trial ("Abili-T") of Tcelna in patients with secondary progressive multiple sclerosis ("SPMS"), the Company does not currently generate any commercial revenues resulting in cash receipts, nor does it expect to generate revenues during the remainder of 2016 resulting in cash receipts. The Company's burn rate during the nine months ended September 30, 2016 was approximately $765,000 per month, thereby creating substantial doubt about the Company's ability to continue as a going concern," the Company said in its quarterly report on Form 10-Q for the period ended Sept. 30, 2016. PANTECH WIRELESS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Pantech Wireless, Inc. 5607 Glendridge Drive, Suite 500 Atlanta, GA 30342 Case No.: 16-72088 Chapter 11 Petition Date: December 9, 2016 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Gregory M. Taube, Esq. NELSON MULLINS RILEY & SCARBOROUGH, LLP Suite 1700 201 17th Street, NW Atlanta, GA 30363 Tel: (404) 322-6000 Fax: (404) 322-6050 E-mail: greg.taube@nelsonmullins.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Yong Jin Kim, chief executive officer. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ganb16-72088.pdf PGX HOLDINGS: Moody's Lowers Rating on First Lien Term Loan to B1 ----------------------------------------------------------------- Moody's Investors Service affirmed PGX Holdings, Inc.'s (Progrexion) B2 Corporate Family Rating and downgraded the rating on its upsized first lien term loan to B1 from Ba3, upon the company's announcement of plans for a debt-funded dividend to its shareholders, including private equity sponsor H.I.G. Capital, by issuing an incremental $125 million first lien term loan B due 2020. At the same time, Moody's affirmed the company's second lien term loan due 2021 at Caa1. The rating outlook is stable. The affirmation of the B2 CFR recognizes the company's history of solid operating performance, including consistent topline and EBITDA growth through customer acquisitions and strong cash flow generation, which allowed the company to deleverage meaningfully since the September 2014 refinancing. Pro forma for the dividend recapitalization, Progrexion's debt-to-EBITDA leverage (Moody's adjusted) will increase by approximately one turn, from 3.9x to 5.0x as of Sept. 30, 2016, which is high for the current rating. However, Moody's expects that Progrexion's credit metrics will migrate to a range that is more in line with the B2 rating over the next 12-18 months and that the company will continue to generate healthy cash flows and use excess cash flow to repay debt. The downgrade of the first lien term loan to B1 from Ba3 reflects the application of Moody's Loss Given Default Methodology and the increased size of the first lien term loan relative to junior claims in the capital structure including second lien term loan, trade payables, and operating leases. Moody's has taken these rating actions: Issuer: PGX Holdings, Inc. Corporate Family Rating, affirmed at B2 Probability of Default Rating, affirmed at B2-PD $255.2 million (to be upsized to $380.2 million) senior secured first lien term loan B due 2020, downgraded to B1 (LGD3) from Ba3 (LGD2) $143 million senior secured second lien term loan due 2021, affirmed at Caa1 (LGD5) Outlook: Stable RATINGS RATIONALE Progrexion's B2 CFR reflects the company's high pro forma financial leverage, small operating scale and its aggressive financial policies that are demonstrated by recurring debt-financed distributions to shareholders under its current sponsors. In addition, the company's business risk is high because of its reliance on a single independent law firm, John C Heath PLLC. Progrexion has operated with Heath since 2004 and has multi-year contracts to ensure continuity. Moody's believes that continued access to Heath's network of lawyers and paralegals is critical to Lexington Law's customer acquisition strategy and to ensure compliance with applicable statutes in the various states where the law firm operates. The potential for changes in the legal and regulatory environment that could affect Progrexion's business model also constrains the ratings. However, the company's leading position in the niche credit report repair services industry through its well-recognized brands, Lexington Law and CreditRepair.com, partially mitigate these business risks. Progrexion benefits from its direct relationships with the principal consumer credit reporting agencies and ongoing support of the agencies is critical to the company's operations. The rating is further supported by the company's good growth prospects, albeit at a more moderate pace, and our expectation that Progrexion debt-to-EBITDA (Moody's adjusted) leverage will be sustained below 5.0x. Despite significant increase in new customer acquisition costs over the last two years that resulted in margin compression, Moody's expects the company's EBITA margins to remain solid for the current rating, above 20% over the next 12-18 months. Progrexion's liquidity is adequate, supported by Moody's expectation that the company should generate positive free cash flow over the next 12 months, after accounting for modest maintenance capital expenditure requirements and higher debt service costs ensuing from the incremental debt. The company does not have a revolving credit facility in place that could be accessed in the event of the unexpected cash needs. The company's first lien term loan has a 2.5% annual amortization payment and requires mandatory prepayment of debt from excess cash flow. The company's first lien and second lien credit agreements contain a total net leverage covenants that will be reset as part of the aforementioned dividend recapitalization, with expected cushion levels set at around 30%. The stable outlook reflects Moody's expectations that over the next 12-18 months Progrexion will continue to demonstrate solid revenue and earnings growth, maintain EBITA margins above 20%, and will reduce its debt-to-EBITDA to levels below 5.0x. Moody's could downgrade Progexion's ratings if revenue growth rates slow materially or profitability declines, leading us to anticipate low free cash flow generation. Negative ratings pressure could develop if financial policies become more aggressive such that debt-to-EBITDA (Moody's adjusted) is sustained above 5.5x of free cash flow weakens to the low single digit percentages of total debt for an extended period of time. Additionally, a deterioration in liquidity could pressure the ratings. Given Progrexion's small operating scale and its shareholder-friendly financial policies, a ratings upgrade is not expected in the near term. However, ratings could be raised over time if Progrexion's revenues, earnings and operating cash flow materially increase, the company diversifies its service offerings and we believe that the company will pursue less aggressive financial policies. The ratings could be raised if Moody's expects Progrexion to sustain debt-to- EBITDA (Moody's adjusted) below 4.0x and free cash flow in excess of 10% of total debt, while maintaining good liquidity. Progrexion is a leading provider of credit report repair services in the U.S. primarily through its Lexington Law and CreditRepair.com brands. The company helps consumers access and understand information in their credit reports to correcting errors and addressing other factors that may negatively impact their credit scores. Progrexion's services are offered on a subscription basis. The company has been majority owned by PE firm H.I.G. Capital since 2010. Progrexion reported approximately $370 million of net revenues for the last twelve months ended Sept. 30, 2016. The principal methodology used in these ratings was "Business and Consumer Service Industry" published in October 2016. PIONEER ENERGY: Indian Creek Reports 2.7% Stake as of Dec. 6 ------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, Indian Creek Investors LP, Indian Creek Asset Management LLC, Indian Creek Capital Management LLC and Gary Siegler disclosed that as of Dec. 6, 2016, they beneficially own 2,060,400 shares of common stock of Pioneer Energy Services Corp., representing 2.7 percent of the shares outstanding. A total of $6,028,360 was paid to acquire the shares of Common Stock reported as beneficially owned by the Reporting Persons. The funds used to purchase these securities were obtained from the general working capital of the Fund and margin account borrowings made in the ordinary course of business, although the Reporting Persons cannot determine whether any funds allocated to purchase such securities were obtained from any margin account borrowings. A full-text copy of the regulatory filing is available at: https://is.gd/wm9yyY About Pioneer Energy Pioneer Energy Services Corp. provides land-based drilling services and production services to a diverse group of independent and large oil and gas exploration and production companies in the United States and internationally in Colombia. The Company also provides two of its services (coiled tubing and wireline services) offshore in the Gulf of Mexico. Pioneer Energy reported a net loss of $155 million in 2015 following a net loss of $38 million in 2014. As of Sept. 30, 2016, Pioneer Energy had $723.0 million in total assets, $471.7 million in total liabilities and $251.1 million in total shareholders' equity. * * * As reported by the TCR on March 7, 2016, Moody's Investors Service, on March 3, 2016, downgraded Pioneer Energy's Corporate Family Rating (CFR) to 'Caa3' from 'B2', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B2-PD', and senior unsecured notes to 'Ca' from 'B3'. "The rating downgrades were driven by the material deterioration in Pioneer Energy's credit metrics through 2015 and our expectation of continued deterioration through 2016. The demand outlook for drilling and oilfield services is extremely weak, as witnessed by the steep and continued drop in the US rig count" said Sreedhar Kona, Moody's Vice President. "The negative outlook reflects the deteriorating fundamentals of the services sector and the likelihood of covenant breaches." Pioneer Energy carries a "B+" corporate credit rating from Standard & Poor's Ratings. PIONEER ENERGY: Inks Underwriting Agreement with Goldman Sachs -------------------------------------------------------------- Pioneer Energy Services Corp. entered into an underwriting agreement with Goldman, Sachs & Co. as representative of the several underwriters on Dec. 6, 2016. Pursuant to the Underwriting Agreement, the Company agreed to sell to the Underwriters an aggregate of 10,500,000 shares of common stock of the Company at a price to the Underwriters of $5.4481 and an initial price to the public of $5.75. The Company also granted the Underwriters a 30-day option to purchase up to an additional 1,575,000 shares of Common Stock on the same terms. The total proceeds (before estimated offering expenses) to the Company from the sale of the initial 10,500,000 shares of Common Stock are expected to be approximately $57,205,050. The Underwriting Agreement contains customary representations, warranties and agreements of the parties, and customary conditions to closing, obligations of the parties and termination provisions. The Company has agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to payments the Underwriters may be required to make in respect of those liabilities. The offering is expected to close on Dec. 12, 2016, subject to customary closing conditions. The Underwriters and their affiliates have provided in the past to the Company and its affiliates and may provide from time to time in the future certain commercial banking, financial advisory, investment banking and other services for the Company and such affiliates in the ordinary course of their business, for which they have received and may continue to receive customary fees and commissions. In addition, from time to time, the Underwriters and their affiliates may effect transactions for their own account or the account of customers, and hold on behalf of themselves or their customers, long or short positions in our debt or equity securities or loans, and may do so in the future. About Pioneer Energy Pioneer Energy Services Corp. provides land-based drilling services and production services to a diverse group of independent and large oil and gas exploration and production companies in the United States and internationally in Colombia. The Company also provides two of its services (coiled tubing and wireline services) offshore in the Gulf of Mexico. Pioneer Energy reported a net loss of $155 million in 2015 following a net loss of $38 million in 2014. As of Sept. 30, 2016, Pioneer Energy had $723.0 million in total assets, $471.7 million in total liabilities and $251.1 million in total shareholders' equity. * * * As reported by the TCR on March 7, 2016, Moody's Investors Service, on March 3, 2016, downgraded Pioneer Energy's Corporate Family Rating (CFR) to 'Caa3' from 'B2', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B2-PD', and senior unsecured notes to 'Ca' from 'B3'. "The rating downgrades were driven by the material deterioration in Pioneer Energy's credit metrics through 2015 and our expectation of continued deterioration through 2016. The demand outlook for drilling and oilfield services is extremely weak, as witnessed by the steep and continued drop in the US rig count" said Sreedhar Kona, Moody's Vice President. "The negative outlook reflects the deteriorating fundamentals of the services sector and the likelihood of covenant breaches." Pioneer Energy carries a "B+" corporate credit rating from Standard & Poor's Ratings. PIONEER ENERGY: Prices Upsized Public Offering of Common Stock -------------------------------------------------------------- Pioneer Energy Services Corp. announced that it has priced its underwritten public offering of 10,500,000 shares of common stock of the Company, which was upsized from the previously announced offering of 9,000,000 shares of common stock, at a price to the public of $5.75 per share. The Company has granted the underwriters a 30-day option to purchase up to an additional 1,575,000 shares of common stock of the Company at the offering price (less the underwriting discounts). The Company expects to close the sale of the common stock on Dec. 12, 2016, subject to customary closing conditions. The Company intends to use the net proceeds of the offering to repay indebtedness outstanding under its senior secured revolving credit facility. Goldman, Sachs & Co. and Jefferies LLC are acting as book-running managers for the offering. The Company has filed a registration statement including a prospectus and a prospectus supplement with the Securities and Exchange Commission for the offering to which this communication relates. About Pioneer Energy Pioneer Energy Services Corp. provides land-based drilling services and production services to a diverse group of independent and large oil and gas exploration and production companies in the United States and internationally in Colombia. The Company also provides two of its services (coiled tubing and wireline services) offshore in the Gulf of Mexico. Pioneer Energy reported a net loss of $155 million in 2015 following a net loss of $38 million in 2014. As of Sept. 30, 2016, Pioneer Energy had $723.0 million in total assets, $471.7 million in total liabilities and $251.1 million in total shareholders' equity. * * * As reported by the TCR on March 7, 2016, Moody's Investors Service, on March 3, 2016, downgraded Pioneer Energy's Corporate Family Rating (CFR) to 'Caa3' from 'B2', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B2-PD', and senior unsecured notes to 'Ca' from 'B3'. "The rating downgrades were driven by the material deterioration in Pioneer Energy's credit metrics through 2015 and our expectation of continued deterioration through 2016. The demand outlook for drilling and oilfield services is extremely weak, as witnessed by the steep and continued drop in the US rig count" said Sreedhar Kona, Moody's Vice President. "The negative outlook reflects the deteriorating fundamentals of the services sector and the likelihood of covenant breaches." Pioneer Energy carries a "B+" corporate credit rating from Standard & Poor's Ratings. POWELL VALLEY: Wants Plan Filing Period Extended to Jan. 10 ----------------------------------------------------------- Powell Valley Health Care, Inc. asks the U.S. Bankruptcy Court for the District of Wyoming to extend its exclusive periods to file a plan and obtain acceptance of its plan to January 10, 2017 and March 10, 2017, respectively. The Debtor currently has until December 14, 2016 to file a chapter 11 plan, and until February 14, 2017, to obtain acceptance of the plan. The Debtor tells the Court that it is currently negotiating terms of a consensual plan with the Creditor Committee. The Debtor further tells the Court that unfortunately, while many of the key provisions of the plan may be agreed upon prior to December 14, 2016, the drafting of the plan itself will not be completed prior to the current deadline. About Powell Valley Health Care, Inc. Powell Valley Health Care, Inc. provides healthcare services to the greater-Powell, Wyoming community. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Wyo. Case No. 16-20326) on May 16, 2016. The petition was signed by Michael L. Long, CFO. The Debtor is represented by Bradley T. Hunsicker, Esq., at Markus Williams Young & Zimmermann LLC. The case is assigned to Judge Cathleen D. Parker. The Debtor estimated assets and debts at $10 million to $50 million at the time of the filing. The Debtor has retained Hammond Hanlon Camp, LLC as its financial advisor and investment banker. No trustee or examiner has been appointed in the case. The United States Trustee appointed Larry Heiser, Veronica Sommerville, Michelle Oliver, and Joetta Johnson to serve on the Official Committee of Unsecured Creditors. The Official Committee of Unsecured Creditors tapped Spencer Fane LLP as counsel and EisnerAmper LLP as its Accountant. PRO ENTERPRISES: Has Until Dec. 27 to File Chapter 11 Plan ---------------------------------------------------------- Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern District of Florida extended Pro Enterprises USA, Inc.'s exclusive periods to file a plan of reorganization and obtain acceptances to the plan to December 27, 2016 and February 27, 2017, respectively. The Debtor's exclusive plan filing period would have expired on October 28, 2016, without the extension. The Debtor previously sought the extension of its exclusive periods, relating that it intends on filing a joint chapter 11 plan of reorganization with Alejandro Alan Azpurua, who owns 100% of the Debtor's stock. The Debtor further related that while working on its proposed joint plan, Mr. Azpurua and his accountant determined that amending Mr. Azpurua's tax returns to include additional itemizations for the years 2012 to 2014 would result in a significantly lower tax liability. The Debtor added that because it is a subchapter S corporation, a reduced tax liability for Mr. Azpurua will reduce the Debtor's tax liability as well. The Debtor said that Mr. Azpurua's accountant anticipates filing the amended tax returns in November 2016. The Debtor said that Mr. Azpurua and his lender U.S. Bank, N.A. were participating in the Court's Mortgage Modification Mediation program with respect to Mr. Azpurua's primary residence, and that the first mediation meeting was scheduled for November 3, 2016. The Debtor further said that Mr. Azpurua's potential revised loan would not be known until the Mortgage Modification program is completed, and could not be reasonably estimated until at least the first mediation meeting occurs. The Debtor told the Court that the tax issue and the first meeting of the Mortgage Modification Mediation program would not be resolved and/or would not occur prior to the exclusivity deadline. About Pro Enterprises USA, Inc. Pro Enterprises USA, Inc. dba ProMed USA, dba ProPharma, aka ProMed, fdba ProMedCo, aka Pro Enterprises filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-16317) on April 29, 2016. The petition was signed by Alejandro Alan Azpurua, president/CEO. The case is assigned to Judge Jay A. Cristol. The Debtor is represented by Chad P. Pugatch, Esq., at Rice Pugatch Robinson Storfer & Cohen, PLLC. At the time of the filing, the Debtor estimated both assets and liabilities at $1 million to $10 million. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb16-16317.pdf The Debtor has retained Fresh Start Tax, LLC as accountant. RENNOVA HEALTH: Amends Form S-1 Prospectus with SEC --------------------------------------------------- Rennova Health, Inc. filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the offering of 17,000 shares of the Company's newly designated Series H convertible preferred stock, par value $0.01 per share at $[___] per share. The Series H Preferred Stock has a stated value of $1,000 and is convertible into [____] shares of the Company's common stock. The Series H Preferred Stock does not generally have voting rights. The common stock into which the Series H Preferred Stock is convertible has one vote per share. The Company's common stock is listed on The NASDAQ Capital Market under the symbol "RNVA." On Dec. 8, 2016, the last reported sale price of the Company's common stock on The NASDAQ Capital Market was $0.17 per share. There is no established public trading market for the Series H Preferred Stock nor does the Company intends to apply to list the Series H Preferred Stock on any securities exchange. If necessary, the Company may effectuate a reverse stock split of its common stock to regain compliance with certain Nasdaq Capital Market requirements. A full-text copy of the amended prospectus is available at: https://is.gd/wr4TT7 The Company filed with the SEC a presentation that highlights basic information about the Company and the proposed public offering. A copy of the presentation is available for free at: https://is.gd/IIADqm About Northern Power Systems Northern Power Systems designs, manufactures, and sells wind turbines and power technology products, and provides engineering development services and technology licenses for energy applications, into the global marketplace from its U.S. headquarters and European offices. Northern Power reported a net loss of $7.79 million in 2015, a net loss of $8.78 million in 2014 and a net loss of $14.57 million in 2013. As of Sept. 30, 2016, Northern Power had $20.18 million in total assets, $21.95 million in total liabilities and a total shareholders' deficit of $1.76 million. RSM US LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company incurred recurring losses from operations, used cash in operations and has an accumulated deficit of $168.4 million as of Dec. 31, 2015. The Company's credit agreement is due to expire on Sept. 30, 2016. This raises substantial doubt about the Company's ability to continue as a going concern. RICHARD HELFAND: Gets Court Approval of Restructuring Plan ---------------------------------------------------------- Richard and Vicki Lieberman Helfand are now a step closer to emerging from Chapter 11 protection after a bankruptcy court approved the outline of their proposed plan of reorganization. The U.S. Bankruptcy Court for the District of Kansas on Nov. 21 approved the Debtors' disclosure statement, allowing them to begin soliciting votes from creditors. According to the latest disclosure statement, Class 1 secured claims will be paid from the proceeds of the sale of the Debtors' home in Leawood, Kansas. In case the secured claims are not satisfied through the sale of the property, the remaining balance will be treated as a priority claim in Class 2. Class 2 consists of priority claims to be paid in full from the Debtors' disposable income, sale of their jewelry, and any remaining proceeds from the sale of the Leawood property. Unsecured claims include the scheduled undisputed non-contingent claims and those asserted by taxing authorities, according to the latest disclosure statement filed on Nov. 17. A copy of the amended disclosure statement is available for free at https://is.gd/WKJJ8Y About The Helfands Richard and Vicki Lieberman Helfand filed for Chapter 11 bankruptcy protection (Bankr. D. Kan. Case No. 16-10175) on Feb. 17, 2016. The Debtors filed for Chapter 11 protection to facilitate the sale of their home in Leawood, Kansas, which was in a foreclosure action. RONALD WILLIAM DEMASI: Dec 21. Disclosure Statement Hearing ----------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida conditionally approved the disclosure statement and plan of reorganization filed by Ravi Kondapalli. The Court will conduct a hearing on confirmation of the Plan, including timely filed objections to confirmation or objections to the Disclosure Statement, on Dec. 21, 2016, at 9:30 A.M., in Courtroom 8A, U.S. Bankruptcy Court, 801 North Florida Avenue, Tampa, Florida. Any written objections to the Disclosure Statement shall be filed with the Court and served no later than 7 days prior to the date of the hearing on confirmation. Parties in interest shall file with the Court their written ballots accepting or rejecting the Plan no later than 8 days before the date of the Confirmation Hearing. Objections to confirmation shall be filed with the Court and served no later than 7 days before the date of the Confirmation Hearing. In Re Ronald William DeMasi, is represented by David Samuel Jennis, Esq. -- Jennis & Bowen, PL. In Re Susan J. DeMasi, represented by David Samuel Jennis, Jennis & Bowen, PL. Ravi Kondapalli, Appellant, represented by Heather A. DeGrave, Esq. -- hdegrave@walterslevine.com --Walters Levine Klingensmith & Thomison, PA, Stuart Jay Levine, Esq. -- slevine@walterslevine.com -- Walters Levine Klingensmith & Thomison, PA & Zala L. Forizs, Esq. -- Dogali Law Group, PA. ROSETTA GENOMICS: Amends 15.5 Million Ordinary Shares Prospectus ---------------------------------------------------------------- Rosetta Genomics Ltd. filed with the Securities and Exchange Commission a Form F-1 registration statement relating to the resale, from time to time, by Sabby Volatility Warrant Master Fund, Ltd., Maxim Partners LLC, David Bocchi, et al., of up to 15,470,000 of the Company's ordinary shares. These shares consist of (i) up to 5,170,000 ordinary shares issuable upon conversion of convertible debentures and (ii) up to 10,000,000 ordinary shares issuable upon the exercise of outstanding warrants issued to the selling stockholders in connection with a private placement completed on Nov. 29, 2016, as well as up to 300,000 ordinary shares issuable upon the exercise of outstanding warrants issued as placement agent compensation. The Company's ordinary shares are currently listed on the NASDAQ Capital Market under the symbol "ROSG." On Dec. 7, 2016, the last reported sale price of the Company's ordinary shares was $0.6189 per share. A full-text copy of the Form F-1/A is available for free at: https://is.gd/Dtevp2 About Rosetta Genomics Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to develop and commercialize new diagnostic tests based on a recently discovered group of genes known as microRNAs. MicroRNAs are naturally expressed, or produced, using instructions encoded in DNA and are believed to play an important role in normal function and in various pathologies. The Company has established a CLIA- certified laboratory in Philadelphia, which enables the Company to develop, validate and commercialize its own diagnostic tests applying its microRNA technology. Rosetta Genomics reported a loss from continuing operations of US$17.34 million on US$8.26 million of total revenues for the year ended Dec. 31, 2015, compared to a loss from continuing operations of US$14.52 million on US$1.32 million of total revenues for the year ended Dec. 31, 2014. As of June 30, 2016, Rosetta had US$15.79 million in total assets, US$3.14 million in total liabilities and US$12.64 million in total shareholders' equity. ROSETTA GENOMICS: Amends Fiscal 2015 Annual Report -------------------------------------------------- Rosetta Genomics Ltd. has restated its consolidated financial statements as of Dec. 31, 2015, to include a note with respect to the Company's liquidity issues and management's plans to address these issues. The restated consolidated financial statements are being filed in connection with, and will be incorporated by reference into, a resale shelf Registration Statement on Form F-1 that will be filed by the Company to register the resale of ordinary shares issuable upon the exercise of warrants and conversion of convertible debentures issued in connection with the recently announced financing transaction. Since March 23, 2016, that is the date of the consolidated financial statements, the Company undertook certain cost reduction measures that reduced its overall operating expenses in order to support its current operations. On Nov. 23, 2016, the Company entered into a securities purchase agreement with new investors to purchase (i). an aggregate of 1,095,000 of the Company's Ordinary Shares at a purchase price of $0.50 per share and an aggregate principal amount of $3,160 unsecured convertible debentures in a registered direct offering and (ii). Warrants to purchase up to 10,000,000 Ordinary Shares with an initial exercise price of $0.85 per share and an aggregate principal amount of approximately $1,293 unsecured convertible debentures in a concurrent private placement. On Nov. 29, 2016, the Company received gross proceeds of approximately $3,708 for the 1,095,000 Shares, and for $3,160 in principal amount of Registered Debentures. A second closing at which the Company will receive gross proceeds of approximately $1,293 for the PIPE Debentures will be held upon the effectiveness of a resale registration statement covering the resale of the Ordinary Shares issuable upon conversion of the PIPE Debentures and upon exercise of the Warrants, subject to the satisfaction of customary closing conditions. As a result, as of Dec. 8, 2016, the Company's cash position (cash and cash equivalents and short-term bank deposits) totaled approximately $6,700. The Company's current operating plan includes various assumptions concerning the level and timing of cash receipts from sales and cash outlays for operating expenses and capital expenditures. The Company's ability to successfully carry out its business plan is primarily dependent upon its ability to (1) obtain sufficient additional capital, (2) attract and retain knowledgeable employees, (3) increase its cash collections and (4) generate significant additional revenues. Management of the Company believes that these funds, together with its existing operating plan, which includes cost-reduction plan should it be unable to raise additional capital, should provide sufficient liquidity resources for the Company and its subsidiaries at least through the fourth quarter of 2017 (but less than twelve months from Dec. 8, 2016) in order to maintain its operations. The Company gives no assurances that it will be successful in obtaining an adequate level of financing needed for its long-term development and commercialization of its products. A full-text copy of the Form 10-K/A is available for free at: https://is.gd/VNfXU7 About Rosetta Genomics Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to develop and commercialize new diagnostic tests based on a recently discovered group of genes known as microRNAs. MicroRNAs are naturally expressed, or produced, using instructions encoded in DNA and are believed to play an important role in normal function and in various pathologies. The Company has established a CLIA- certified laboratory in Philadelphia, which enables the Company to develop, validate and commercialize its own diagnostic tests applying its microRNA technology. Rosetta Genomics reported a loss from continuing operations of US$17.34 million on US$8.26 million of total revenues for the year ended Dec. 31, 2015, compared to a loss from continuing operations of US$14.52 million on US$1.32 million of total revenues for the year ended Dec. 31, 2014. As of June 30, 2016, Rosetta had US$15.79 million in total assets, US$3.14 million in total liabilities and US$12.64 million in total shareholders' equity. S & R PISHVA: Hires Marcus & Millichap as Real Estate Broker ------------------------------------------------------------ S & R Pishva Investments, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Marcus & Millichap Real Estate Investment Services, Inc. as real estate broker to the Debtors. S & R Pishva requires Marcus & Millichap to market and sell the Debtor's property -- a 1,744 square foot commercial property, zoned as Neighborhood Retail, located at 12830 New Hampshire Avenue, Silver Spring, Maryland. Marcus & Millichap will be paid a commission of 6.5% of the sales rice. Bryn Merrey, member of Marcus & Millichap Real Estate Investment Services, 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. Marcus & Millichap can be reached at: Bryn Merrey MARCUS & MILLICHAP REAL ESTATE INVESTMENT SERVICES, INC. 7200 Wisconsin Avenue, Suite 1101 Bethesda, MD 20814 Tel: (202) 536-3700 About S&R Pishva Investments, LLC S&R Pishva Investments LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 16-25126) on Nov. 15, 2016. The petition was signed by Mohammad Reza Pishva Lakani, managing member. The Debtor is represented by Timothy J. Sessing, Esq., at Adams Morris & Sessing. The Debtor estimated assets at $500,001 to $1 million and liabilities at $100,001 to $500,000 at the time of the filing. S TRUETT HEARN: Dec. 29 Plan Confirmation Hearing ------------------------------------------------- The Hon. Jim D. Pappas of the U.S. Bankruptcy Court for the District of Idaho issued an order approving the disclosure statement describing the plan of reorganization filed by S. Truett Hearn on Nov. 17, 2016. Dec. 29, 2016, is fixed as the last day for filing written acceptances or rejections of the Plan. Jan. 5, 2017, at 9:00 A.M., is fixed for the hearing on the confirmation of the Plan. Dec. 29, 2016, is fixed as the last day for filing and serving written objections to confirmation of the Plan. About S Truett Hearn S Truett Hearn filed a Chapter 11 petition (Bankr. D. Idaho Case No. 16-00447) on April 7, 2016. The Debtor counsel is represented by D Blair Clark, Esq. -- dbc@dbclarklaw.com SAEXPLORATION HOLDINGS: Issues Directors 15,016 Common Shares ------------------------------------------------------------- Effective Nov. 1, 2013, SAExploration Holdings, Inc. established a non-employee director share incentive plan entitled the SAExploration Holdings, Inc. 2013 Non-Employee Director Share Incentive Plan, which was amended effective Nov. 3, 2016, to increase the number of shares of the Company's common stock, $0.0001 par value per share, available for issuance under the plan from 2,962 shares (after taking into account the 135-for-1 reverse stock split of the Company's common stock effected on July 27, 2016) to 400,000 shares. The Plan provides for discretionary grants of awards of common stock to the Company's independent non-employee directors, as determined by the Company's board of directors from time to time. Pursuant to the director compensation policy adopted by the Board of Directors of the Company on Aug. 3, 2016, each non-employee director is entitled to be paid annually on December 1 compensation in the form of a grant of a number of shares of the Company's common stock equal to $50,000 divided by the average of the last sale prices of the Company's common stock for three consecutive trading days after the third quarter earnings release date, and those shares will be vested upon issuance. The directors designated for nomination to the Company's Board of Directors by Whitebox Advisors LLC and BlueMountain Capital Management, LLC may make an election by the annual meeting date each year to receive the stock compensation in all cash rather than stock. Accordingly, on Dec. 1, 2016, the Company entered into Stock Award Agreements with L. Melvin Cooper and Gary Dalton and issued 7,508 shares under the Plan to each of them. Michael Kass, the director designated for nomination to the Company's Board of Directors by BlueMountain Capital Management, LLC, elected to receive the compensation described above in all cash rather than stock. Jacob Mercer, the director designated for nomination to the Company's Board of Directors by Whitebox Advisors LLC, elected not to receive the compensation for 2016. A full-text copy of the regulatory filing is available at: https://is.gd/psuxFA About SAExploration Holdings, Inc. SAExploration Holdings, Inc. (NASDAQ: SAEX) and its subsidiaries are internationally-focused oilfield services company offering a full range of vertically-integrated seismic data acquisition and logistical support services in Alaska, Canada, South America, and Southeast Asia to its customers in the oil and natural gas industry. In addition to the acquisition of 2D, 3D, time-lapse 4D and multi-component seismic data on land, in transition zones between land and water, and offshore in depths reaching 3,000 meters, the Company offers a full-suite of logistical support and in-field data processing services. The Company operates crews around the world that are supported by over 29,500 owned land and marine channels of seismic data acquisition equipment and other leased equipment as needed to complete particular projects. SAExploration reported a net loss attributable to the Corporation of $9.87 million in 2015 following a net loss attributable to the Corporation of $41.8 million in 2014. As of Sept. 30, 2016, SAExploration had $214.41 million in total assets, $153.51 million in total liabilities and $60.90 million in total stockholders' equity. * * * In June 2016, S&P Global Ratings lowered its corporate credit rating on SAExploration Holdings to 'CC' from 'CCC-'. The outlook remains negative. The downgrade follows SAExploration's announcement that it plans to launch an exchange offer to existing holders of its 10% senior secured notes for shares of common equity and a new issue of second-lien notes. In September 2016, Moody's Investors Service withdrew SAExploration's 'Caa2' Corporate Family Rating and other ratings. SANITARY AND IMPROVEMENT: Voluntary Chapter 9 Case Summary ---------------------------------------------------------- Debtor: Sanitary and Improvement District No. 476, Douglas County, Nebraska 10250 Regency Circle, STE 300 Omaha, Nebraska 68114 Tel: 402-397-5500 Bankruptcy Case No.: 16-81826 Nature of Debtor: Municipality Chapter 9 Petition Date: December 8, 2016 Court: United States Bankruptcy Court District of Nebraska (Omaha Office) Debtor's Counsel: Mark James LaPuzza, Esq. PANSING HOGAN ERNST BACHMAN, LLP 10250 Regency Circle, Suite 300 Omaha, NE 68114 Tel: (402) 397-5500 Fax: (402) 397-4853 E-mail: mjlbr@pheblaw.com Estimated Assets: $1 million to $10 million Estimated Debt: $10 million to $50 million The petition was signed by John C. Allen, chairman. A copy of the Debtor's list of all unsecured creditors is available for free at http://bankrupt.com/misc/neb16-81826.pdf SAWTELLE PARTNERS: Ch. 11 Trustee Hires SLBiggs as Accountant ------------------------------------------------------------- Peter Mastan, the Chapter 11 Trustee in the case of Sawtelle Partners, LLC, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ SLBiggs, A Division of SingerLewak as accountant to the Debtors. Sawtelle Partners requires SLBiggs to: a. provide financial advice and consulting services to the Trustee to assist in the administration, liquidation or reorganization, potential preparation of Plan, Disclosure Statement and other reports and informational filings as may be required by the Trustee, UST, Court, and other parties in interest; b. review, assist in preparation, and prepare various tax returns, information tax returns, U.S. Trustee reports, and other accounting reports and tax returns as may be required and necessary; c. prepare Federal and State tax returns and all required accompanying accounting, statements and schedules, and coordinate the filing of returns with Special Procedures units of the State and Federal taxing authorities; d. assist as necessary in drafting and preparation of the tax analysis, insolvency analysis and other sections of the Disclosure Statement and Plan, if so required, and prepare forecasts, projections, cash flow analysis, liquidation analysis and other reports required in connection with the reports, if so required; e. review the Debtor's books and records, and prepare accounting and financial reports as may be necessary to perform the services identified herein; and f. other accounting, tax and consulting work as may be required necessary to assist the Trustee in managing the Debtor's business operations, reorganization, or liquidation. SLBiggs will be paid at these hourly rates: Samuel R. Biggs $435 Brian Landau $475 Eric Corriveau $285-$325 Managers and Supervising Accountants $195-$250 Senior and Junior Accountants $155-$195 Paraprofessionals $100-$125 SLBiggs will also be reimbursed for reasonable out-of-pocket expenses incurred. Samuel R. Biggs, member of SLBiggs, A Division of SingerLewak, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. SLBiggs can be reached at: Samuel R. Biggs SLBIGGS, A DIVISION OF SINGERLEWAK 10960 Wilshire Boulevard, 7th Floor Los Angeles, CA 90024 Tel: (310) 477-3924 About Sawtelle Partners Sawtelle Partners, LLC, based in Los Angeles, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-21234) on August 23, 2016. The Hon. Barry Russell presides over the case. Michael R. Totaro, at Totaro & Shanahan, serves as bankruptcy counsel. In its petition, the Debtor estimated $9.59 million in assets and $13.05 million in liabilities. The petition was signed by Ethan Margalith, managing member. No official committee of unsecured creditors has been appointed in the case. On November 10, 2016, the court approved the appointment of Peter J. Mastan as Chapter 11 trustee. The Trustee hires Lobel Weiland Golden Friedman LLP as counsel. SCOUT MEDIA: Case Summary & 30 Largest Unsecured Creditors ---------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Scout Media Holdings, Inc. 16-13424 fka North American Membership Group, Inc. fka NAOG Inc. 122 West 26th Street, Fifth Floor New York, NY 10036 Scout.com, LLC 16-13425 fka THEINSIDERS.com, LLC fka Citadel Partners, LLC fka Citadel Management Partners, LLC fka Citadel Venture Partners, LLC 122 West 26th Street, Fifth Floor New York, NY 10036 FTFS Acquisition, LLC 16-13426 122 West 26th Street, Fifth Floor New York, NY 10036 Chapter 11 Petition Date: December 8, 2016 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtors' Counsel: Matthew P. Ward, Esq. WOMBLE CARLYLE SANDRIDGE & RICE, LLP 222 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Tel: 302-252-4338 Fax: 302-661-7711 E-mail: maward@wcsr.com Debtors' Financial Advisor: SHERWOOD Estimated Estimated Assets Liabilities --------- ----------- Scout Media Holdings $10M-$50M $10M-$50M Scout.com, LLC $0-$50K $1M-$10M FTFS Acquisition $1M-$10M $1M-$10M The petitions were signed by Craig Amazeen, president. Debtors' Consolidated List of 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Quad Graphics Litigation $2,378,049 N61 W23044 Harry's Way Sussex, WI 53089 Mark Schoen Fax: 414-566-4650 Email: qgraphics@qg.com SH Real Estate, LLC Accounts $1,896,410 900 Hwy 169 N, Suite 100 Payable New Hope, MN 55428 Upper Midwest Management Email: jtaylor@ummc.com Facebook, Inc. Litigation $1,721,825 15161 Collections Center Drive Chicago, IL Accounts Receivable Fax: 650-543-4801 Twitter, Inc. Litigation $1,185,475 1355 Market Street San Francisco, CA 94103 Fax: 415-222-9958 Ian Ritchie and Scott Atkins Litigation $1,134,000 c/o Ryan, Swanson & Cleveland, PLLC Attn: Gulliver Swenson 1201 Third Avenue, Suite 3400 Seattle WA 98101 swenson@ryanlaw.com ian@fftoolbox.com Ian.ritchie@scout.com satkins@fftoolbox.com scott.atkins@scout.com Fosina Marketing Group Litigation $795,462 51-53 Kenosia Ave. Danbury, CT 06810 Fax: 203-790-0031 Email: rlichwalla@fosinamarketing.com RR Donnelley (Printing) Litigation $601,938 Popper & Grafton 225 West 34 th Street, STE 1806 New York, New York 10122 Sam Grafton, Esq. Fax: 212-290-2633 Email: Pg-law@juno.com SH Whitewater, LLC Litigation $470,991 Attn: James Thomas, Manager 1314 Westridge Rd. New Ulm MN 56073 Counsel: PLindmark@losgs.com dbeckman@gislason.com Premiere Networks, Inc. Accounts $360,545 PO Box 98849 Payable Chicago, IL 60693 Email: billingdept@premiereradio.com Federal Express Litigation $357,073 PO Box 84515 Palatine, IL 60094 Fax: 877-229-4766 Wilson Sonsini Goodrich Accounts $356,799 701 Fifth Avenue, Suite 5100 Payable Seattle, WA 98104 Jim Bishop Fax: 206-883-2699 Email: jbishop@wsgr.com RSM Accounts $303,470 5155 Paysphere Circle Payable Chicago, IL 60674 Fax: 507-288-5448 Signature Consultants Accounts $267,807 200 West Cyprus Creek Rd, Suite 400 Payable Fort Lauderdale, FL 33309 Michael Chrusch Fax: 954-677-3184 Jenrain Litigation $230,000 Faegre Baker Daniels LP 2200 Wells Fargo Center, 90 South Seventh Street Minneapolis, MN 54402 Charles McDonald, Esq. Fax: 612-766-31600 Email: Charles.mcdonald@faegrebd.com Outbrain, Inc. Accounts $226,683 Payable Neustar Litigation $191,858 Email: khuizinga@rcomn.com Microsoft Licensing, Gp Service $181,743 Agreements Reliance Vitamins Litigation $150,041 Friedman Kaplan Seller & Accounts $150,000 Adelman LLP Payable Email: ccolorado@klaw.com Silverpop Systems, Inc. Accounts $146,292 Payable Stone River Gear LLC Accounts $144,000 Payable Comscore Accounts $134,532 Payable National Corporate Research, Ltd Accounts $128,687 Payable PCI Litigation $108,945 Parball Newco LLC dba Bally's Accounts $106,131 Payable CMF Associates LLC Accounts $104,000 Email: tbonney@cmfassociates.com Payable GCA Savvian Advisors, LLC Accounts $94,170 Payable IMatch Technical Services Accounts $81,613 Email: info@Match.com Payable Peachtree Packaging, Inc. Litigation $77,491 Penguin Random House Litigation $76,969 SCOUT MEDIA: Proposes Jan. 19 Auction for All Assets ---------------------------------------------------- Scout Media, Inc., and Scout.com, LLC, ask the U.S. Bankruptcy Court for the Southern District of New York to authorize the bidding procedures in connection with the sale of substantially all their assets at auction. On Dec. 1, 2016, an involuntary petition was filed against Scout Media, Inc., and on the date hereof, each of the Debtors filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code, 11 U.S.C. Sections 101, et seq. The Debtors continue to operate their businesses and manage their properties as debtors in possession pursuant to Bankruptcy Code sections 1107(a) and 1108. Concurrently herewith, the Debtors filed a motion seeking joint administration of these chapter 11 cases pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure. In September 2016, the Debtors retained Sherwood as their financial advisors, and in October, Sherwood began to explore and solicit interest in a sale of Scout Media Holdings, Inc.'s stock in the Debtors. Sherwood undertook a robust marketing process for the Assets. Specifically, Sherwood made initial contact with 154 potential purchasers. Of the 154 potential strategic and financial buyers Sherwood contacted, 20 parties signed non-disclosure agreements and have been provided with access to extensive diligence materials. Despite varying levels of due diligence and meetings by and among interested parties, Scout management and Sherwood, no one has submitted a letter of intent or provided any definitive sale offer at this time. Scout Media, Inc., the primary operating company of the Debtors, is a privately held digital sports media company that publishes and distributes content related to the National Football League, fantasy sports, college football and basketball, high school recruiting, hunting, fishing, outdoors, military, and history. In 2013, Fox Sports sold Scout Media to North American Membership Group Holdings, Inc., the sole owner of Scout Media Holdings, Inc. Since that time, Scout Media emerged as a leader in the digital sports media market with its growth supported by a series of successful partnerships, including its alliance with iHeartMedia in January 2016. Scout Media owns and operates a digital network of 150 team-specific, credentialed publishers, and their respective social communities. These publishers produce premium video and story content on a proprietary network that enables users to consume the latest news, rankings, and analysis, and engage with other like-minded fans. Scout Media is the only sports network with a full-time video channel for every NFL and major college team. Scout Media produces approximately 11,000 stories and 1,000 premium videos monthly. It became clear during the summer of 2016 that the Debtors could not continue as they were, and they hired a financial advisor and began a sales process, seeking a buyer for the shares of Scout Media to purchase such shares through an assignment for the benefit of creditors. While many parties expressed an interest in purchasing Scout Media, it became clear that buyers would be more willing to do so through an organized chapter 11 process that includes protections from successor liability. Accordingly, unfortunately, to date no stalking horse bidder has been selected. The Debtors have commenced these chapter 11 cases with the hope of selling the assets of Debtors as a going concern in a competitive auction to be held in January 2017. The Debtors intend to continue operating as usual in these Cases during the period leading up to the auction so as to preserve the value of their businesses, thereby encouraging a going concern sale that would save jobs and maximize returns to creditors. In September 2016, facing liquidity constraints caused by judgment liens and multiple garnishments, the Debtors retained Sherwood Partners, Inc., and in October, Sherwood began to explore and solicit interest in a sale of Scout Media Holdings, Inc.'s stock in the Debtors. In November 2016, the Debtors and Sherwood determined that a sales process would be more effective through the commencement of chapter 11 cases and the modified the restructuring goal to be a sale of substantially all of Debtors' assets. Sherwood conducted a robust marketing process, canvassing the market and contacting 154 potential strategic and financial buyers that, based on Sherwood's experience and involvement in the sports marketing arena, might be interested in the Debtors' businesses. Despite varying levels of due diligence and meetings with interested parties, no one has submitted a letter of intent or provided any other definitive sale offer at this time. The Debtors have prepared a form asset purchase agreement ("APA") which will be provided to all "Potential Bidder" in connection with a marketing process for the Assets. Potential Bidders will be required to submit to the Debtors an executed "Modified APA" reflecting the terms upon which the Potential Bidder would seek to effect a purchase of the Assets and the assumption of certain liabilities as soon as is practicable, but no later than Jan. 17, 2017 at 5:00 p.m. (PET). The Debtors will also entertain entering into a "Stalking Horse Agreement" with a "Stalking Horse Purchaser" as may be determined by the Debtors in their business judgment prior to the hearing on the Motion. Upon the selection of a Stalking Horse Purchaser, if any, the Debtors will file and serve a notice that includes: (i) the identity of the proposed Stalking Horse Purchaser; (ii) a summary of the key terms of the Stalking Horse Agreement; (iii) a summary of the type and amount of "Bid Protections", if any, being offered to the proposed Stalking Horse Purchaser; (iv) a summary of any necessary modifications or amendments to the Bid Procedures; and (v) a copy of the Stalking Horse Agreement. In the event a Stalking Horse Purchaser is selected, the Debtors will request that the Court set a hearing to approve any such Stalking Horse Purchaser, Stalking Horse Agreement, and accompanying Bid Protections on an expedited basis. In the event that the Debtors do not select a Stalking Horse Purchaser, the Debtors will provide to the Notice Parties a summary of the principal terms of any Successful Bids (as defined in the Bid Procedures Order) prior to the Sale Hearing. The Debtors request that the Court schedule the Sale Hearing on Jan. 27, 2017, or such other time that the Court is available. The Debtors may adjourn the Sale Hearing at any time in their discretion without further written notice. The Debtors believe that holding an Auction for the Assets represents the best means to generate value for their estates and maximize creditor returns. The Debtors propose to conduct the Sale process and Auction on this timeline: a. Dec. 22, 2016: Hearing to Consider Entry of the Bidding Procedures Order b. Dec. 23, 2016: Deadline to Serve Sale Notice and Notice of Assumption and Assignment c. Dec. 30, 2016: Sale Notice Publication Deadline d. Jan. 6, 2017 at 5:00 p.m. (PET): Deadline to file Cure Objections and Assignability Objections e. Jan. 17, 2017 at 5:00 p.m. (PET): Bid Deadline f. Jan. 18, 2016 at 5:00 p.m. (PET): Deadline for Debtors to notify bidders of their status as Qualified Bidders g. Jan. 19, 2017 at 10:00 a.m. (PET): Auction, to be held at the offices of Womble Carlyle Sandridge & Rice, LLP, 222 Delaware Ave., Suite 1501, Wilmington, Delaware. h. Jan. 20, 2017 at 5:00 p.m (PET): Deadline to File Auction Results i. Jan. 24, 2017 at 5:00 p.m (PET): Deadline to file objections to Sale Transaction(s) (other than Cure Objections and Assignability Objections) j. Jan. 24, 2017 at 5:00 p.m. (PET): Deadline to file Adequate Assurance Objections k. Jan. 27, 2017: Proposed hearing to approve proposed Sale Transaction(s) The Debtors believe that conducting the Sale process within the time periods set forth is reasonable in light of the Debtors' liquidity, and will provide parties with sufficient time and information necessary to formulate a bid to purchase the Assets. Specifically, potential bidders will have access to comprehensive information prepared by the Debtors and their advisors and a substantial body of data, inclusive of presentations with myself and my colleagues, as well as the Debtors' management, membership reports, publisher reports, and historical financial data and projections. Because the Debtors are no longer able to operate their businesses as currently constituted without near-constant infusions of cash the expedited Sale process is the most efficient avenue for selling their operations while they still have realizable value and can be maintained as a going concern. The Bidding Procedures are intended to provide for a fair, timely, and competitive sale process consistent with the timeline of these Cases. The Bidding Procedures, if approved, will enable the Debtors to identify bids from potential buyers that would constitute the best and highest offer for the Assets. The terms of the Bidding Procedures are: a. Bid Deadline: Jan. 17, 2017 at 5:00 p.m. (PET) b. Good Faith Deposit: An amount equal to 10% of the purchase price offered to purchase the Assets. c. Credit Bidding: In connection with the Sale of the Assets, a person or entity holding a properly perfected security interest in such Assets may seek to credit bid some or all of their claims that are not subject to a bona fide dispute for their respective collateral. d. Representations and Warranties: A Qualified Bid must include the representations and warranties. e. Selecting Qualified Bidders: January 18, 2017 at 5:00 p.m. (PET) f. Bid Protections: Other than the Bid Protections that may be provided to a Stalking Horse Purchaser, no party submitting a bid, whether or not such bid is determined by the Debtors to qualify as a Qualified Bid, will be entitled to a break-up fee or expense reimbursement, or any other bid protection, unless such break-up fee, expense reimbursement, or other bid protection is approved by the Bankruptcy Court. g. Auction: At the offices of Womble Carlyle Sandridge & Rice, LLP, 222 Delaware Avenue, Suite 1501, Wilmington, Delaware, Jan. 19, 2017 at 10:00 a.m (PET). h. Baseline Bid: Bidding will commence at the amount of the Qualified Bid that the Debtors, in consultation with the Consultation Parties, determine in their business judgment to be the highest or otherwise best Qualified Bid. i. Minimum Overbid: Qualified Bidders may submit successive bids higher than the previous bid, based on and increased from the Baseline Bid for the relevant Assets; provided, however, that to the extent that there is more than one Qualified Bid for the Stalking Horse Assets, the bidding for Stalking Horse Assets will start at an amount equal to the proposed purchase price, plus the aggregate amount of the Break Up Fee and the Expense Reimbursement, if any. j. Auction Results: On Jan. 20, 2017 at 5:00 p.m. (PET), the Debtors will file with the Bankruptcy Court and serve on the Sale Notice Parties the results of the Auction. On Jan. 20, 2017, the Debtors will file with the Bankruptcy Court and serve on the Sale Notice Parties the Notice of the Proposed Assumed Contracts. In connection with any Sale Transaction, the Debtors propose to assume and assign to the Successful Bidder(s) the Proposed Assumed Contracts. The Assumption and Assignment Procedures will, among other things, notice the Counterparties of the potential assumption and assignment of their Contracts and the Debtors' calculation of Cure Costs with respect thereto. The Debtors ask the Court to authorize the assumption and assignment to the Successful Bidder(s) the Proposed Assumed Contracts. The Bidding Procedures were designed with the goal of producing a fair and transparent bidding process to allow the Debtors to generate the best offer for the Assets. As such, the Debtors request that the ultimate purchaser of the Assets be entitled to the protections of Bankruptcy Code section 363(m). A copy of the APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Scout_Media_20_Sales.pdf The relief requested is necessary and appropriate to maximize the value of the Debtors' estates for the benefit of their economic stakeholders. Accordingly, the Debtors submit that ample cause exists to justify (a) the immediate entry of an order granting the relief sought and (b) a waiver of the 14-day stay imposed by Bankruptcy Rules 6004(h) and 6006(d), to the extent that each Rule applies. Proposed Counsel to the Debtors: Matthew P. Ward, Esq. Ericka F. Johnson, Esq. Morgan L. Patterson, Esq. Nicholas T. Verna, Esq. WOMBLE CARLYLE SANDRIDGE & RICE, LLP 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Telephone: (302) 252-4320 Facsimile: (302) 252-4330 E-mail: maward@wcsr.com erjohnson@wcsr.com mpatterson@wcsr.com nverna@wcsr.com About Scout Media Scout Media, Inc. is a privately held digital sports media company that publishes and distributes content related to the National Football League, fantasy sports, college football and basketball, high school recruiting, hunting, fishing, outdoors, military, and history. In 2013, Fox Sports sold Scout Media to North American Membership Group Holdings, Inc., the sole owner of Scout Media Holdings, Inc. Since that time, Scout Media emerged as a leader in the digital sports media market with its growth supported by a series of successful partnerships, including its alliance with iHeartMedia in January 2016. Scout Media owns and operates a digital network of 150 team-specific, credentialed publishers, and their respective social communities. These publishers produce premium video and story content on a proprietary network that enables users to consume the latest news, rankings, and analysis, and engage with other like-minded fans. Scout Media is the only sports network with a full-time video channel for every NFL and major college team. Scout Media produces approximately 11,000 stories and 1,000 premium videos monthly. Scout Media, Inc. sought Chapter 11 protection (Bankr. S.D. N.Y. Case No. 16-13369) on Dec. 1, 2016. The Debtor tapped Joy R. Grafton, Esq., at Popper & Graftoon as counsel. SEANERGY MARITIME: Prices Offering of $15M Common Stock & Warrants ------------------------------------------------------------------ Seanergy Maritime Holdings Corp. announced the pricing of its $15 million public offering of 10,000,000 common shares and class A warrants, at a combined price to the public of $1.50 per common share and class A warrant. The offering is expected to close on or about Dec. 13, 2016. The Company estimates that the net proceeds from the offering, after deducting the underwriting discount and offering expenses, will be approximately $13,380,000. The net proceeds of the offering are expected to be used for debt repayment, vessel acquisitions in accordance with the Company's growth strategy and general corporate purposes. Maxim Group LLC is acting as sole manager for the offering. The Company has granted Maxim Group LLC a 45-day option to purchase up to an additional 1,500,000 common shares and/or 1,500,000 class A warrants to cover over-allotments, if any. Each class A warrant will be immediately exercisable for one common share at an exercise price of $2.00 per share. The class A warrants will expire five years from issuance, but the Company may call the warrants for cancellation upon 10 trading days prior written notice commencing 13 months after issuance, subject to certain conditions, including the volume weighted average price of the Company's common shares exceeding $7.00 for a period of 10 consecutive trading days. The class A warrants have been approved for listing on the Nasdaq Capital Market and are expected to trade under the ticker symbol "SHIPW" beginning on Dec. 8, 2016. A registration statement relating to the securities was declared effective by the U.S. Securities and Exchange Commission on Dec. 7, 2016. The offering was made by means of a preliminary prospectus that was included in the registration statement, and a final prospectus is expected to be filed on or about Dec. 9, 2016. Copies of the final prospectus relating to this offering will be available on the SEC's website, www.sec.gov, and may be obtained from Maxim Group LLC, 405 Lexington Avenue, New York, New York 10174, Attn: Prospectus Department, or by telephone at (800) 724-0761. About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. For the year ended Dec. 31, 2015, the Company reported a net loss of US$8.95 million on US$11.2 million of net vessel revenue compared to net income of US$80.3 million on US$2.01 million of net vessel revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Seanergy had US$203.60 million in total assets, US$184.45 million in total liabilities and US$19.15 million in stockholders' equity. Ernst & Young (Hellas) Certified Auditors-Accountants S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company reports a working capital deficit and estimates that it may not be able to generate sufficient cash flow to meet its obligations and sustain its continuing operations for a reasonable period of time, that in turn raise substantial doubt about the Company's ability to continue as a going concern. SEATRUCK INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: SeaTruck, Inc. 21011 Johnson Street, Suite 109 Pembroke Pines, FL 33029 Case No.: 16-26397 Chapter 11 Petition Date: December 9, 2016 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: Hon. Raymond B Ray Debtor's Counsel: Eric A Rosen, Esq. FOWLER WHITE BURNETT, P.A. 515 North Flagler Drive, Suite 2100 West Palm Beach, FL 33401 Tel: (561) 802-9044 Fax: (561) 209-7767 E-mail: erosen@fowler-white.com Total Assets: $2.17 million Total Liabilities: $3.75 million The petition was signed by Jared Schatz, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb16-26397.pdf SHOOT THE MOON: Trustee Selling Life Insurance Policy for $12K -------------------------------------------------------------- Jeremiah Foster, Trustee for Shoot the Moon, LLC, filed a notice with the U.S. Bankruptcy Court for the District of Montana disclosing his sale of a convertible term life insurance policy, policy # 48646008, to Eldo Investments, LLC for $11,771. The Court conditionally approved the appointment of the Trustee on Oct. 28, 2015, and thereafter appointed the Trustee without condition on Nov. 5, 2015. After Trustee's appointment and based upon the Trustee's investigation, the Trustee determined that the Debtor owned was the beneficiary of a convertible term life insurance policy ensuring Kenneth Hatzenbeller. The policy was an "Increasing Premium Term Insurance" through New York Life Insurance Co., policy # 48646008, with a death benefit of $2,000,000 for an annual policy premium of $24,617. The Trustee believes the Policy is currently unencumbered. The Trustee was initially contacted by a broker who advised that because the subject policy is convertible to universal life, it has limited value to speculators willing to exercise the conversion option and make future premium payments in anticipation of profiting from the payment of the death benefit. In early October, the Trustee received an offer to purchase the Policy for $10,000 plus reimbursement for the 1st quarterly premium upon conversion to universal life, as memorialized in the Letter of Intent ("Agreement"). A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Shoot_the_Moon_904_Sales.pdf In an effort to identify the highest and best offer, the Trustee investigated further and authorized the broker to shop the policy to other entities that purchase such policies. In the meantime, the Trustee had to exercise the conversion option in order to meet the Oct. 24, 2016 deadline and preserve the value of the policy for the estate. After marketing the policy over a 2-month period, the offer of the Purchaser remained the only offer received. The broker indicated that the value of the policy is impaired by the relatively young age of the insured and the resulting high number of premiums to be paid and long length of time until payment of the death benefit. The current policy is through New York Life Insurance Company, policy # 61291457, and provides death benefit of $2,000,000 for a quarterly policy premium of $13,390. Because the policy was only recently converted from term to universal life insurance, it currently has no cash value or surrender value from the insurance company. The Trustee wishes to move forward with the sale of the Policy consistent with the Agreement. The Trustee's decision to sell the Policy is supported by sound business judgment. The proposed sales price of $11,771 is the highest offer that the Trustee has received for such the Policy during the course of Trustee's efforts to sell the Policy. The Trustee respectfully asks the Court to authorize him to sell the Policy free and clear of all liens consistent with the terms and provisions of the Agreement. About Shoot The Moon Shoot The Moon, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Mont. Case No. 15-60979) on Oct. 21, 2015. Gary S. Deschenes, Esq., at Deschenes & Associates, serves as the Debtor's bankruptcy counsel. Prior to the Petition Date, the Debtor, through approximately 19 separate entities operated 11 Chili's restaurants, 3 On the Border restaurants, and two Moonshine Grill restaurants in the states of Idaho, Montana, and Washington. In a stipulation filed Oct. 26, 2015, the Debtor, the United States Trustee and five creditors agreed that "the spirit and intent of 11 U.S.C. Sec. 1104(a)(2) w[ould] be served if the Court order[ed] the appointment of a Chapter 11 Trustee." The Court conditionally approved the appointment of Jeremiah Foster as Trustee on Oct. 28, 2015, and thereafter appointed Jeremiah Foster as Trustee without condition on Nov. 5, 2015. SOUTHERN DESIGN: Hires CornerStone Realty as Real Estate Broker --------------------------------------------------------------- Southern Design Group, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ CornerStone Realty Associates, LLC as real estate broker to the Debtor. Southern Design requires CornerStone Realty to market and sell the Debtor's real property identified as 3873 Thomas Cross Road, Sevierville, TN, and 529, 535, 611 Gamble Drive, Heiskell, TN. CornerStone Realty will be paid a commission of 8% of the purchase price. Brad Beaty, member of Southern Design Group, 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. CornerStone Realty can be reached at: Brad Beaty SOUTHERN DESIGN GROUP, INC. 12748 Kinston Park, Suite 205 Knoxville, TN 37934 Tel: (865) 675-3824 About Southern Design Southern Design Group, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Tenn. Case No. 16-51628) on November 3, 2016. The petition was signed by Billy P. Evans, president. The case is assigned to Judge Marcia Phillips Parsons. At the time of the filing, the Debtor disclosed $1.10 million in assets and $1.75 million in liabilities. SPANISH BROADCASTING: Alex Meruelo Holds 8.23% of Class A Shares ---------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Alex Meruelo Living Trust and Meruelo Investment Partners LLC, et al., disclosed that as of Dec. 2, 2016, they beneficially own 343,123 shares of class A common stock, par value $0.0001 per share, of Spanish Broadcasting System, Inc., which represents 8.23 percent of the shares outstanding. The aggregate number and percentage of the subject class of securities beneficially owned by each reporting person is based on 4,166,991 shares of Class A Common Stock outstanding as of Nov. 7, 2016. The reporting persons purchased the Class A Common Stock currently owned with a combination of trust funds from Meruelo Trust and personal funds, including working capital of Meruelo Partners in the amount of $1,860,364. A full-text copy of the regulatory filing is available at: https://is.gd/VxQCu3 About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. As of Sept. 30, 2016, Spanish Broadcasting had $451.7 million in total assets, $569.4 million in total liabilities and a total stockholders' deficit of $117.7 million. * * * As reported by the TCR on Feb. 1, 2016, Moody's Investors Service downgraded Spanish Broadcasting System, Inc.'s Corporate Family Rating to Caa2 from Caa1, Probability of Default Rating to Caa3-PD from Caa1-PD, and lowered its Speculative Grade Liquidity Rating to SGL-4 from SGL-3. Spanish Broadcasting's Caa2 Corporate Family Rating and Caa3-PD Probability of Default Rating reflect very high debt+preferred stock-to-EBITDA of 10.4x estimated for LTM December 2015 (including Moody's standard adjustments, 6.9x excluding preferred stock and accrued dividends), the need to address the Voting Rights Triggering Event, and the heightened potential of a payment default given the near term maturity of the 12.5% senior secured notes due April 2017. As reported by the TCR on June 21, 2016, S&P Global Ratings said that it lowered its corporate credit rating on U.S. Spanish-language broadcaster Spanish Broadcasting System Inc. (SBS) to 'CCC' from 'CCC+'. SPECTRUM HEALTHCARE: Hires Murtha Cullina as Special Counsel ------------------------------------------------------------ Spectrum Healthcare, LLC, et al., seek authority from the U.S. Bankruptcy Court for the District of Connecticut to employ Murtha Cullina, LLP as special health care regulatory counsel to the Debtor. Spectrum Healthcare requires Murtha Cullina to: a. represent the Debtors before the Department of Public Health and the Centers for Medicare and Medicaid services related to a recent survey and recent reportable events as well as any related appeals; and b. represent any of the Debtors in any health care regulatory matter that may arise. Murtha Cullina will be paid at these hourly rates: Dena M. Castricone $375 Heather O. Berchem $450 Murtha Cullina will also be reimbursed for reasonable out-of-pocket expenses incurred. Dena M. Castricone, member of Murtha Cullina, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Murtha Cullina can be reached at: Dena M. Castricone, Esq. MURTHA CULLINA, LLP One Century Tower, 265 Church Street, 9th Floor New Haven, CT 06510 Tel: (203) 772-7700 Fax: (203) 772-7723 About Spectrum Healthcare Spectrum Healthcare, LLC and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos. 16-21635 to 16-21639) on October 6, 2016. The petitions were signed by Sean Murphy, chief financial officer. The Debtors are represented by Elizabeth J. Austin, Esq., Irve J. Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley, LLC. Blum, Shapiro & Co., P.C. serves as their accountant and financial advisor. At the time of filing, the Debtors listed these assets and liabilities: Total Estimated Assets Liabilities ---------- ----------- Spectrum Healthcare $282,369 $500K-$1M Spectrum Healthcare Derby $2,068,467 $1M-$10M Spectrum Healthcare Hartford $4,188,568 N/A Spectrum Healthcare Manchester, LLC $2,729,410 N/A Spectrum Healthcare Torrington, LLC $3,321,626 N/A Spectrum Healthcare and its affiliates previously filed Chapter 11 petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012. SPI ENERGY: Gang Dong Quits from Board of Directors --------------------------------------------------- SPI Energy Co., Ltd. announced that Dr. Gang Dong resigned as a director of the Board of Directors of the Company effective as of Dec. 7, 2016, for personal reasons. "We would like to thank Dr. Dong for his dedication and contributions to the Company's successful business development and uplisting to NasdaqGS. We are grateful for Dr. Dong's strong support and cooperation during the past two years as a valued board member and wish him well in his future endeavors," said Xiaofeng Peng, Chairman and CEO of SPI Energy. About SPI Energy Co., Ltd. SPI Energy Co., Ltd., (As successor in interest to Solar Power, Inc.), is a global provider of photovoltaic (PV) solutions for business, residential, government and utility customers and investors. SPI Energy focuses on the downstream PV market including the development, financing, installation, operation and sale of utility-scale and residential solar power projects in China, Japan, Europe and North America. The Company operates an innovative online energy e-commerce and investment platform, http://www.solarbao.com/,which enables individual and institutional investors to purchase innovative PV-based investment and other products; as well as http://www.solartao.com/, a B2B e-commerce platform offering a range of PV products for both upstream and downstream suppliers and customers. The Company has its operating headquarters in Shanghai and maintains global operations in Asia, Europe, North America and Australia. SPI Energy reported a net loss of $185 million on $191 million of net sales for the year ended Dec. 31, 2015, compared to a net loss of $5.19 million on $91.6 million of net sales for the year ended Dec. 31, 2014. As of Dec. 31, 2015, SPI Energy had $710 million in total assets, $493 million in total liabilities and $216.6 million in total stockholders' equity. KPMG Huazhen LLP, in Shanghai, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that SPI Energy Co., Ltd., and its subsidiaries have suffered significant losses from operations and have a negative working capital as of Dec. 31, 2015. In addition, the Group has substantial amounts of debts that will become due for repayment in 2016. These factors raise substantial doubt about the Group's ability to continue as a going concern. STAMP-RITE INCORPORATED: Hires H&K Consulting as Accountant ----------------------------------------------------------- Stamp-Rite, Incorporated, seeks authority from the U.S. Bankruptcy Court for the Western District of Michigan to employ H&K Consulting Services, Inc. as accountant to the Debtor. Stamp-Rite, Incorporated requires H&K Consulting to: a. prepare the Debtor's year-end financials by December 20, 2016; and b. provide monthly reporting requirements and prepare tax filing obligations. H&K Consulting will be paid at these hourly rates: Richard Henderson $240 Staff $110 Richard Henderson, member of H&K Consulting Services, 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. About Stamp-Rite Stamp-Rite, Incorporated sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mich. Case No. 16-05581) on November 2, 2016. The petition was signed by Wendell W. Parsons, chief executive officer. The case is assigned to Judge John T. Gregg. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. STELLAR BIOTECHNOLOGIES: Appoints EVP of Corporate Development -------------------------------------------------------------- As previously announced in a Current Report on Form 8-K filed with the Securities and Exchange Commission on Oct. 24, 2016, effective Dec. 1, 2016, Dr. Gregory T. Baxter was appointed as the executive vice president of corporate development of Stellar Biotechnologies, Inc. As a result of and simultaneously with his appointment to the Company's management team, Dr. Baxter, an independent member of the Company's Board of Directors resigned from the Board on Dec. 1, 2016, effective immediately, as disclosed in a regulatory filing with the Securities and Exchange Commission. About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. Stellar Biotechnologies reported a net loss of $8.43 million for the year ended Aug. 31, 2014, following a net loss of $14.5 million for the year ended Aug. 31, 2013. As of June 30, 2016, Stellar had $8.50 million in total assets, $839,002 in total liabilities, all current, and $7.66 million in total shareholders' equity. SUN PROPERTY: Has Until Jan. 13 to File Chapter 11 Plan ------------------------------------------------------- Judge Louis A. Scarcella of the U.S. Bankruptcy Court for the Eastern District of New York extended Sun Property Consultants, Inc.'s exclusive periods to file a chapter 11 plan and solicit acceptances to the plan to January 13, 2017 and March 14, 2017, respectively. The Debtor previously sought the extension of its exclusive periods, explaining that in order for the Debtor to form a Plan of Reorganization, it would need at least a determination as to the claim of Atalaya Asset Income Fund II LP and a further evaluation of the litigation against TD Bank. The Debtor related that it had evaluated substantial document production that was received from StanCorp Investors LLC, the first mortgagee; TD Bank, the prior first mortgagee; and Howard Greenberg, who purportedly represented the Debtor in certain financial transactions. The Debtor determined that it had a viable claim to pursue the recovery of funds from TD Bank as it was paid the sum of approximately $4,350,000 from the financing between the Debtor and Stancorp Investors LLC. The Debtor believed that the transfer was a fraudulent conveyance as there was no basis for the first mortgage granted by the Debtor to TD Bank in or about 2003. The Debtor related that it had also filed an application with the Court to disallow the proof of claim filed by Atalaya Asset Income Fund II LP, which motion was returnable before the Court on December 1, 2016, and an evidentiary hearing may be required. About Sun Property Consultants, Inc. Sun Property Consultants, Ltd., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-72267) on May 23, 2016. The petition was signed by Rajesh K. Singh, authorized representative. The Debtor is represented by Marc A. Pergament, Esq., at Weinberg, Gross & Pergament LLP. The case is assigned to Judge Louis A. Scarcella. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debt at $1 million to $10 million. SUNPOWER BY RENEWABLE: Seeks March 10 Plan Filing Period Extension ------------------------------------------------------------------ Sunpower by Renewable Energy Electric, Inc. asks the U.S. Bankruptcy Court for the District of Nevada to extend its exclusive periods for filing a chapter 11 plan and soliciting acceptances to the plan, through March 10, 2017 and May 9, 2017, respectively. Absent an extension, the Debtor's exclusive plan filing period would have expired on December 10, 2016. The Debtor's exclusive solicitation period is currently set to expire on February 8, 2017. The Debtor tells the Court that it seeks the extensions to: (a) avoid premature formulation of a chapter 11 plan, and (b) ensure the plan that is eventually formulated will take into account all the interests of the Debtor and its creditors. The Debtor further tells the Court that the emergency nature by which the Debtor filed its Petition, the complexity of the issues of its chapter 11 case, and the ongoing negotiations with its creditors justify the grant of an extension of the exclusive periods. The Debtor contends that in order to successfully resolve its chapter 11 case, the true scope of the Debtor's losses in the current market must be determined and the payment of valid debts must be provided for on a basis that preserves the Debtor's strong core business operations. The Debtor asserts that although great strides have been made since the Petition Date, much remains to be done. The Debtor further contends that negotiations with the Debtor's lenders and Sunflower Corporation still remain in the early stages and are ongoing. The Debtor adds that the resolution of these issues is a necessary predicate to the confirmation of any plan of reorganization in this Chapter 11 case. About Sunpower by Renewable Energy Electric, Inc. Sunpower by Renewable Energy Electric, Inc. filed a chapter 11 petition (Bankr. D. Nev. Case No. 16-14459-led) on August 12, 2016. The petition was signed by Jason M. Vita, president. The case is assigned to Judge Laurel E. Davis. The Debtor is represented by Samuel A. Schwartz, Esq. and Bryan A. Lindsey, Esq., at Schwartz Flansburg PLLC. The Debtor is a solar energy company and provides solar energy services, including the assessment and installation of solar panels to residential and commercial customers in Nevada, Arizona and California. At the time of filing, the Debtor estimated assets at $1 million to $10 million and liabilities at $1 million to $10 million. A copy of the Debtor's list of 11 unsecured creditors is available for free at http://bankrupt.com/misc/nvb16-14459.pdf SWORDS GROUP: Hires Chas. Hawkins as Real Estate Agent ------------------------------------------------------ Swords Group, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Chas. Hawkins Co., Inc. as real estate agent to the Debtor. Swords Group requires Chas. Hawkins to market and sell the Debtor's real property located at 704 Briskin Lane, Lebanon, Tennessee 37087. Chas. Hawkins will be paid a commission of 5% of the purchase price. Joe McKnight, member of Chas. Hawkins Co., 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. Chas. Hawkins can be reached at: Joe McKnight CHAS. HAWKINS CO., INC. 760 Melrose Avenue Nashville, TN 37211 Tel: (615) 256-3189 About Swords Group Swords Group, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 16-03837) on May 26, 2016. The petition was signed by Jerry Swords, president. The Debtor is represented by Griffin S. Dunham, Esq., at Dunham Hildebrand, PLLC. The case is assigned to Judge Marian F. Harrison. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. SYED ALI RAZA: Unsecureds To Recoup 24.1% Under Plan ---------------------------------------------------- Syed Ali Raza and Iram Hussain Raza filed with the U.S. Bankruptcy Court for the Southern District of Florida a disclosure statement dated Nov. 28, 2016, referring to the Debtor's plan of reorganization. Class 8 General Unsecured Creditors will receive a distribution of approximately 24.1% of their allowed claim. However, if the Court overrules the Debtors' objection to claims, the general unsecured creditors will receive a distribution of less than 1% of their allowed claims. Mr. Raza will utilize his income from First Petro Management, Inc., to fund the Plan. The reasoning for the deficient experienced by the Debtors prior to the filing of the bankruptcy was a result of the investment properties they owned. The Debtors have surrendered these parcels of real property, and will only be responsible for their home mortgage. Further, the second mortgage has been stripped, which will allow the Debtors to have more money to pay towards the first mortgage. Mr. Raza manages a convenience store owned by First Petro Management. While he has no ownership interest in First Petro Management, his salary can increase based upon the performance of the store under his management. As the store Mr. Raza manages has seen an increase in sales, his salary has increased. Based upon Mr. Raza's salary, after his increase, he earns $12,000 per month. There are taxes deducted in the amount of $2,500 per month. Based upon the taxes deducted, the debtor has a net monthly income of $9,500. Pursuant to the pro forma budget prepared by the Debtors, there are monthly household expenses totaling $4,352.50. The monthly expenses include monthly HOA dues, as well as homeowner's insurance premiums. The expenses disclosed on the Debtors' Schedule J totaled $3,982.50. However, the current expenses are $4,352.50. Based upon the Debtors' actual current expenses, the net monthly income for the Debtors' household is $5,174.50. Pursuant to the terms of the Plan, the Debtor would be required to make monthly payments totaling $4,711.41. The Disclosure Statement is available at: http://bankrupt.com/misc/flsb16-18176-61.pdf Syed Ali Raza and Iram Hussain Raza reside in Palm Beach County, Florida. The Debtors purchased numerous rental properties for investments during the real estate boom. Mr. Raza is the general manager of First Petro Management, Inc. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-18176) on June 7, 2016. Brett A Elam, Esq., at Farber + Elam, LLC, serves as the Debtor's bankruptcy counsel. SYNIVERSE TECHNOLOGIES: $700MM Bank Debt Trades at 10.96% Off ------------------------------------------------------------- Participations in a syndicated loan under Syniverse Technologies is a borrower traded in the secondary market at 89.04 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.37 percentage points from the previous week. Syniverse Technologies pays 300 basis points above LIBOR to borrow under the 700 million facility. The bank loan matures on April 20, 2019 and Moody's did not give any 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 November 25. SYNIVERSE TECHNOLOGIES: $911MM Bank Debt Trades at 10.96% Off ------------------------------------------------------------- Participations in a syndicated loan under Syniverse Technologies is a borrower traded in the secondary market at 89.04 cents-on-the-dollar during the week ended Friday, November 25, 2016, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.37 percentage points from the previous week. Syniverse Technologies pays 300 basis points above LIBOR to borrow under the $911 million facility. The bank loan matures on April 23, 2019 and Moody's did not give any 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 November 25. TALLIS GROUP: Seeks to Hire Eric Liepins as Legal Counsel --------------------------------------------------------- Tallis Group, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Eric A. Liepins, P.C. The firm will serve as the Debtor's legal counsel in connection with its Chapter 11 case. Eric Liepins, Esq., the attorney designated to represent the Debtor, will be paid an hourly rate of $275. The hourly rate of the firm's paralegals and legal assistants ranges from $30 to 50. Mr. Liepins disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's bankruptcy estate. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Telecopier: (972) 991-5788 About Tallis Group Tallis Group, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Case No. 16-44736) on December 5, 2016. The petition was signed by Samuel F. Tallis, managing member. The case is assigned to Judge Mark X. Mullin. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $10 million to $50 million. TEMPLE SQUARE: Sale of Akron Property to Tun for $69K Approved -------------------------------------------------------------- Judge Alan M. Koschik of the U.S. Bankruptcy Court for the Northern District of Ohio authorized Temple Square Properties, LLC's sale of real property located at 116 and 116 1/2 East Cuyahoga Falls Ave., Akron, Ohio, PPN 6843099, to the Ngwe Tun for $69,000. The sale is free and clear of all interests. In connection with the assumption and assignment of the Assigned Contracts, the Debtor will promptly pay all Cure Amounts, if any, upon closing of the sale. The Debtor will not be required to take any other action or to make any other payment with respect to any defaults under the Assigned Contracts. The net proceeds of sale will be paid to the Debtor at closing, provided however, so much of the sale proceeds may retained by the title agent to pay any broker's or realtor's fees authorized by further order of the Court. Should no broker's or realtor's fees be approved by the Court, then the remainder of the sale proceeds will be disbursed to the Debtor. The Order will be effective immediately upon its entry. The stays provided under Bankruptcy Rules 6004(g) and 6006(d) are both waived and no stay will apply to the Sale. The Order will take effect immediately and will not be stayed pursuant to Bankruptcy Rule 7062 or otherwise. About Temple Square Properties Temple Square Properties, LLC, the owner and manager of several commercial and residential properties, filed a chapter 11 petition (Bankr. N.D. Ohio Case No. 16-52568) on Oct. 26, 2016. The Hon. Alan M. Koschik presides over the case. The petition was signed by Frank A. Caetta, managing member. In its petition, the Debtor estimated $1.50 million in assets and $1.11 million in liabilities. The Debtor is represented by Anthony J. DeGirolamo, Esq. No official committee of unsecured creditors has been appointed in the case. TERESA GIUDICE: Court Rejects Lawyer's Settlement Objection ----------------------------------------------------------- Bill Wichert, writing for Bankruptcy Law360, reported that U.S. Bankruptcy Judge Stacey L. Meisel in New Jersey shot down an attorney's bid opposing a deal that would allow a formerly incarcerated star of "The Real Housewives of New Jersey" to pursue a malpractice action against the lawyer, with any proceeds to be split up between her and her creditors. Judge Meisel denied James A. Kridel Jr.'s motion seeking to intervene in the bankruptcy matter and asking the judge to reject the proposed settlement between Teresa Giudice and a bankruptcy trustee. According to a report by The American Bankruptcy Institute, citing Vicki Hyman of NJ.com, Ms. Giudice has agreed to split a potential legal windfall with her creditors. According to the report, Ms. Giudice sued former bankruptcy attorney James Kridel last year for legal malpractice, claiming the Clifton lawyer's bad advice and mistakes led to her conviction for bankruptcy fraud. After a contentious mediation, Giudice's lawyers Anthony Rainone and Carlos Cuevas settled with John Sywilok, the trustee who represented Ms. Giudice's creditors, agreeing that her creditors will get 45 percent of any winnings, and that Sywilock will join Giudice's malpractice case as a plaintiff, the report related. Kridel's lawyer Carl Perri filed a motion in federal bankruptcy court objecting to the settlement on the grounds that Rainone and Cuevas have a conflict of interest with Sywilok and his attorney, the report further related. Cuevas and Rainone, the motion says, "have occupied and advocated, and continue to occupy and advocate, interests adverse to the debtor's estate. Indeed, the entire Settlement arises from that adversity." About the Giudices In June 2010, Teresa Giudice, who portrays a role in Real Housewives of New Jersey, and her husband, Joe, filed for bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in New Jersey. The Giudices owe creditors $10.85 million. Chapter 7 trustee John Sywilok sued the Giudices. The suit claimed that the Debtors concealed key documents about their finances and business transactions. Mr. Sywilok also accused the couple of making false statements under oath about their assets, income and expenses. TEXARKANA ARKANSAS: Unsecureds To Get $1,000 a Month For 5 Yrs. --------------------------------------------------------------- Texarkana Arkansas Hospitality, LLC, filed with the U.S. Bankruptcy Court for the Western District of Arkansas a disclosure statement dated Nov. 28, 2016, referring to the Debtor's plan of reorganization. Class 8 Allowed General Unsecured Claims will be paid by the Reorganized Debtor pro rata from the amount of $1,000 per month once allowed over 60 months. The payments will commence on the first day of the month following the Effective Date and will continue on the first day of each succeeding month thereafter until the end of the payment term. Class 8 is impaired. The total of claims in this class is estimated at $500,401.39. The non-sider claims are estimated to be less than $60,000. Insider Unsecured Claims will be paid nothing under the Plan. The major source of funding for the Plan will come from the Debtor's future income. To the extent that the Debtor's business generates income, the income will used to fund the Plan. The Disclosure Statement is available at: http://bankrupt.com/misc/arwb16-72073-77.pdf The Plan was filed by the Debtor's counsel: Joyce Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, Texas 75230 Tel: (972) 503-4033 E-mail: joyce@joycelindauer.com About Texarkana Arkansas Hospitality Texarkana Arkansas Hospitality, LLC, doing business as Comfort Suites, filed a Chapter 11 petition (Bankr. E.D. Ark. Case No. 16-14556) on Aug. 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. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Texarkana Arkansas Hospitality, LLC, as of Oct. 25, according to a court docket. TREND COMPANIES: Disclosures Conditionally OK'd; Hearing on Jan. 10 ------------------------------------------------------------------- The Hon. Alan C. Stout of the U.S. Bankruptcy Court for the Western District of Kentucky has conditionally approved The Trend Companies of Kentucky, Inc.'s disclosure statement referring to the Debtor's plan of reorganization. A final hearing on the approval of the Disclosure Statement and hearing on confirmation of the Debtor's Chapter 11 Plan is scheduled for Jan. 10, 2017, at 9:00 a.m. (Eastern Time). Counsel for the Debtor will file a tabulation of the ballots with the Court no later than two business days prior to the date of the confirmation hearing. The Trend Companies of Kentucky, Inc., filed a Chapter 11 petition (Bankr. W.D. Ky. Case No.16-30258), on Feb. 3, 2016. The petition was signed by Joseph Dumstorf, president. The case is assigned to Judge Alan C. Stout. The Debtor is represented by Neil Charles Bordy, Esq., at Seiller Waterman LLC. At the time of filing, the Debtor estimated assets at $500,000 to $1 million and liabilities at $1 million to $10 million. VAPOR CORP: Commences Tender Offer to Repurchase Series A Warrants ------------------------------------------------------------------ Vapor Corp. announced it has commenced a tender offer to purchase up to 32,262,152 of its outstanding Series A Warrants at a purchase price of $0.22 per warrant, in cash, without interest, for an aggregate purchase price of up to approximately $7.1 million. As of Dec. 5, 2016, Vapor had 58,986,283 outstanding Series A Warrants. The number of Series A Warrants that Vapor is offering to purchase represents approximately 54 percent of its outstanding Series A Warrants. The Series A Warrants are not listed for trading on any market. Each outstanding Series A Warrant can be exercised for common stock on a fixed price basis, or on a cashless basis for a variable number of shares, with the ratio depending in part on the market value of the Company's common stock. Any figures with respect to the Series A Warrants do not give effect to the two reverse splits of the Company common stock in 2016. The tender offer is not conditioned on any minimum number of Series A Warrants being tendered. However, the tender offer is subject to certain other conditions. If more than 32,262,152 Series A Warrants are duly tendered and not properly withdrawn, Vapor will purchase Series A Warrants from tendering warrant holders on a pro rata basis (disregarding fractions), in accordance with the number of Series A Warrants duly tendered by or on behalf of each warrant holder (and not so withdrawn). The tender offer will expire at midnight, Eastern Time, on Jan. 9, 2017, or such later time and date to which Vapor may extend the tender offer. Okapi Partners is acting as the information agent for the tender offer, and the depositary for the tender offer is Equity Stock Transfer, LLC. The offer to purchase, form of letter of transmittal, and related documents are being distributed to holders of Series A Warrants. For questions and information, please call the information agent toll free at (877) 629-6356 (banks and brokers call (212) 297-0720). About Vapor Corp Vapor Corp. operates 20 vape stores in the Southeastern United States and online where it sells vaporizers, liquids for vaporizers and e-cigarettes. The Company also designs, markets and distributes electronic cigarettes, vaporizers, e-liquids and accessories under the Vapor X, Hookah Stix, Vaporin, Krave, and Honey Stick brands. "Electronic cigarettes" or "e-cigarettes," and "vaporizers" are battery-powered products that enable users to inhale nicotine vapor without fire, smoke, tar, ash, or carbon monoxide. The Company also designs and develops private label brands for its distribution customers. Third party manufacturers manufacture the Compoany's products to meet its design specifications. The Company markets its products as alternatives to traditional tobacco cigarettes and cigars. In 2014, as a response to market product demand changes, Vapor began to shift its primary focus from electronic cigarettes to vaporizers. Vapor Corp reported a net loss allocable to common shareholders of $36.26 million in 2015 following a net loss allocable to common shareholders of $13.85 million in 2014. As of Sept. 30, 2016, Vapor Corp. had $20.76 million in total assets, $48.72 million in total liabilities and a total stockholders' deficit of $27.95 million. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that Company has incurred net losses and needs to raise additional funds to meet its obligations and sustain its operations. In addition, the Company currently does not have enough authorized common shares to settle all of its outstanding warrants if those warrants were exercised pursuant to their cashless exercise provisions. As a result, the Company could be required to settle a portion of these warrants with cash. These conditions raise substantial doubt about the Company's ability to continue as a going concern. VISUALANT INC: AWM Investment Reports 4.9% Stake as of Nov. 30 -------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, AWM Investment Company, Inc. disclosed that as of Nov. 30, 2016, it beneficially owns 35,426 shares of common stock of Visualant, Inc., representing 4.99 percent of the shares outstanding. AWM Investment Company, Inc., is the investment adviser to Special Situations Technology Fund, L.P. and Special Situations Technology Fund II, L.P. As the investment adviser to the Funds, AWM holds sole voting and investment power over 5,305 shares of Common Stock of Visualant and 4,760,000 Warrants to purchase Shares held by TECH and 30,121 and 27,040,000 Warrants to purchase Shares held by TECH II. Austin W. Marxe, David M. Greenhouse and Adam C. Stettner previously reported the Shares held by the Funds on Schedule 13G. A full-text copy of the regulatory filing is available at: https://is.gd/9cZS1X About Visualant Inc. Seattle, Wash.-based Visualant, Inc., was incorporated under the laws of the State of Nevada on Oct. 8, 1998. The Company develops low-cost, high speed, light-based security and quality control solutions for use in homeland security, anti- counterfeiting, forgery/fraud prevention, brand protection and process control applications. Visualant reported a net loss of $2.63 million on $6.29 million of revenue for the year ended Sept. 30, 2015, compared to a net loss of $1.01 million on $7.98 million of revenue for the year ended Sept. 30, 2014. As of June 30, 2016, Visualant had $3.05 million in total assets, $7.22 million in total liabilities, all current, and a total stockholders' deficit of $4.17 million. PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, citing that Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. WILLIAM KEITH GOOLSBY: Unsecureds To Recover 100% Over 60 Months ---------------------------------------------------------------- William Keith Goolsby and Peggy J. Goolsby filed with the U.S. Bankruptcy Court for the Southern District of Texas a disclosure statement referring to the Debtors' plan of reorganization. Holders of Class 6 - General Unsecured Claims will be paid 100% of their claim, without future interest. They will be paid in 60 equal monthly payments. The payments will be due and payable on the first day of the first month following 60 days after the Effective Date of the plan and continue on the first day of each month until 100% of their claims are paid in full. There are a total amount of unsecured claims of $167,819.09, and the total monthly payment made pro rata to these creditors is $2796.98. If the Debtors are able, they will pay these creditors in full sooner than 60 months. These claims are impaired. The Disclosure Statement is available at: http://bankrupt.com/misc/txsb-16-32828-59.pdf William Keith Goolsby and Peggy J. Goolsby filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 16-32828) on June 5, 2016. Margaret Maxwell McClure, Esq., represents the Debtors as counsel. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ABSOLUTE SOFTWRE ABT CN 101.7 (45.3) (35.4) ABSOLUTE SOFTWRE OU1 GR 101.7 (45.3) (35.4) ABSOLUTE SOFTWRE ALSWF US 101.7 (45.3) (35.4) ABSOLUTE SOFTWRE ABT2EUR EU 101.7 (45.3) (35.4) ADVANCED EMISSIO ADES US 40.5 (0.3) (1.4) ADVANCED EMISSIO OXQ1 GR 40.5 (0.3) (1.4) ADVANCEPIERRE FO APFH US 1,210.5 (329.7) 254.3 ADVANCEPIERRE FO APFHEUR EU 1,210.5 (329.7) 254.3 AEROJET ROCKETDY AJRD US 1,952.0 (63.9) 82.6 AEROJET ROCKETDY GCY TH 1,952.0 (63.9) 82.6 AEROJET ROCKETDY AJRDEUR EU 1,952.0 (63.9) 82.6 AEROJET ROCKETDY GCY GR 1,952.0 (63.9) 82.6 AGENUS INC AGEN US 174.8 (21.0) 74.7 AGENUS INC AGENEUR EU 174.8 (21.0) 74.7 AGENUS INC AJ81 GR 174.8 (21.0) 74.7 AGENUS INC AJ81 TH 174.8 (21.0) 74.7 AK STEEL HLDG AKS US 3,920.8 (275.2) 766.6 AK STEEL HLDG AK2 GR 3,920.8 (275.2) 766.6 AK STEEL HLDG AK2 TH 3,920.8 (275.2) 766.6 AK STEEL HLDG AKS* MM 3,920.8 (275.2) 766.6 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) ANGIE'S LIST INC ANGI US 159.9 (8.8) (33.9) ANGIE'S LIST INC ANGIEUR EU 159.9 (8.8) (33.9) ANGIE'S LIST INC 8AL GR 159.9 (8.8) (33.9) ARCH COAL IN-W/I ACI-W US 4,658.1 (1,676.1) 662.2 ARCH COAL INC ACC QT 4,658.1 (1,676.1) 662.2 ARCH COAL INC ACIIQ US 4,658.1 (1,676.1) 662.2 ARCH COAL INC ACIIQ* MM 4,658.1 (1,676.1) 662.2 ARCH COAL INC-A ARCH US 4,658.1 (1,676.1) 662.2 ARCH COAL INC-A ARCH1EUR EU 4,658.1 (1,676.1) 662.2 ARIAD PHARM APS TH 676.6 (46.3) 240.4 ARIAD PHARM ARIAEUR EU 676.6 (46.3) 240.4 ARIAD PHARM APS GR 676.6 (46.3) 240.4 ARIAD PHARM ARIA SW 676.6 (46.3) 240.4 ARIAD PHARM ARIA US 676.6 (46.3) 240.4 ARIAD PHARM ARIACHF EU 676.6 (46.3) 240.4 ARIAD PHARM APS QT 676.6 (46.3) 240.4 ARRAY BIOPHARMA ARRY US 166.9 (52.1) 93.8 ARRAY BIOPHARMA ARRYEUR EU 166.9 (52.1) 93.8 ARRAY BIOPHARMA AR2 TH 166.9 (52.1) 93.8 ARRAY BIOPHARMA AR2 GR 166.9 (52.1) 93.8 ASPEN TECHNOLOGY AST TH 289.9 (183.6) (186.0) ASPEN TECHNOLOGY AST QT 289.9 (183.6) (186.0) ASPEN TECHNOLOGY AST GR 289.9 (183.6) (186.0) ASPEN TECHNOLOGY AZPN US 289.9 (183.6) (186.0) ASPEN TECHNOLOGY AZPNEUR EU 289.9 (183.6) (186.0) AUTOZONE INC AZ5 QT 8,599.8 (1,787.5) (450.7) AUTOZONE INC AZ5 GR 8,599.8 (1,787.5) (450.7) AUTOZONE INC AZOEUR EU 8,599.8 (1,787.5) (450.7) AUTOZONE INC AZ5 TH 8,599.8 (1,787.5) (450.7) AUTOZONE INC AZO US 8,599.8 (1,787.5) (450.7) AVID TECHNOLOGY AVID US 262.9 (272.7) (91.6) AVID TECHNOLOGY AVD GR 262.9 (272.7) (91.6) AVISTA HEALTHCAR AHPAU US 0.8 (0.0) (0.7) AVISTA HEALTHCAR AWF GR 0.8 (0.0) (0.7) AVISTA HEALTHCAR AHPAUEUR EU 0.8 (0.0) (0.7) AVON - BDR AVON34 BZ 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP CI 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP* MM 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP US 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP QT 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP GR 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP TH 3,905.5 (336.4) 853.1 AXIM BIOTECHNOLO AXIM US 1.2 (3.2) (3.0) BARRACUDA NETWOR 7BM QT 436.0 (15.8) (23.7) BARRACUDA NETWOR CUDA US 436.0 (15.8) (23.7) BARRACUDA NETWOR 7BM GR 436.0 (15.8) (23.7) BARRACUDA NETWOR CUDAEUR EU 436.0 (15.8) (23.7) BENEFITFOCUS INC BTF GR 153.4 (35.4) 4.3 BENEFITFOCUS INC BNFT US 153.4 (35.4) 4.3 BLUE BIRD CORP BLBD US 310.3 (99.1) (7.6) BOMBARDIER INC-B BBDBN MM 23,876.0 (3,865.0) 1,686.0 BOMBARDIER-B OLD BBDYB BB 23,876.0 (3,865.0) 1,686.0 BOMBARDIER-B W/I BBD/W CN 23,876.0 (3,865.0) 1,686.0 BRINKER INTL EAT US 1,458.5 (551.1) (251.2) BRINKER INTL BKJ QT 1,458.5 (551.1) (251.2) BRINKER INTL EAT2EUR EU 1,458.5 (551.1) (251.2) BRINKER INTL BKJ GR 1,458.5 (551.1) (251.2) BUFFALO COAL COR BUC SJ 50.0 (20.4) (18.0) BURLINGTON STORE BURL US 2,688.1 (135.4) 27.2 BURLINGTON STORE BUI GR 2,688.1 (135.4) 27.2 BURLINGTON STORE BURL* MM 2,688.1 (135.4) 27.2 CADIZ INC CDZI US 59.0 (70.2) (39.7) CADIZ INC 2ZC GR 59.0 (70.2) (39.7) CAESARS ENTERTAI C08 GR 15,351.0 (971.0) (2,334.0) CAESARS ENTERTAI CZR US 15,351.0 (971.0) (2,334.0) CALIFORNIA RESOU CRC US 6,332.0 (493.0) (302.0) CALIFORNIA RESOU 1CLB GR 6,332.0 (493.0) (302.0) CALIFORNIA RESOU CRCEUR EU 6,332.0 (493.0) (302.0) CALIFORNIA RESOU 1CL TH 6,332.0 (493.0) (302.0) CAMBIUM LEARNING ABCD US 159.5 (65.5) (49.9) CAMPING WORLD-A C83 GR 1,367.5 (354.3) 197.2 CAMPING WORLD-A CWHEUR EU 1,367.5 (354.3) 197.2 CAMPING WORLD-A CWH US 1,367.5 (354.3) 197.2 CARRIZO OIL&GAS CO1 QT 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CRZO US 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CO1 TH 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CO1 GR 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CRZOEUR EU 1,420.5 (205.4) (152.2) CASELLA WASTE CWST US 635.3 (13.9) 2.2 CASELLA WASTE WA3 GR 635.3 (13.9) 2.2 CEB INC FC9 GR 1,467.4 (85.8) (123.7) CEB INC CEB US 1,467.4 (85.8) (123.7) CHESAPEAKE ENERG CS1 GR 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CHK* MM 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CHK US 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CS1 TH 12,523.0 (932.0) (2,539.0) CHOICE HOTELS CHH US 846.3 (337.4) 113.4 CHOICE HOTELS CZH GR 846.3 (337.4) 113.4 CINCINNATI BELL CBB US 1,529.9 (194.8) (40.7) CINCINNATI BELL CBBEUR EU 1,529.9 (194.8) (40.7) CINCINNATI BELL CIB1 GR 1,529.9 (194.8) (40.7) CLEAR CHANNEL-A CCO US 5,675.6 (995.0) 616.1 CLEAR CHANNEL-A C7C GR 5,675.6 (995.0) 616.1 CLEARSIDE BIOMED CLM GR 4.5 (4.3) 1.2 CLEARSIDE BIOMED CLSD US 4.5 (4.3) 1.2 CLIFFS NATURAL R CVA GR 1,772.9 (1,400.5) 376.1 CLIFFS NATURAL R CVA TH 1,772.9 (1,400.5) 376.1 CLIFFS NATURAL R CLF2EUR EU 1,772.9 (1,400.5) 376.1 CLIFFS NATURAL R CVA QT 1,772.9 (1,400.5) 376.1 CLIFFS NATURAL R CLF US 1,772.9 (1,400.5) 376.1 CLIFFS NATURAL R CLF* MM 1,772.9 (1,400.5) 376.1 COGENT COMMUNICA OGM1 GR 617.6 (40.5) 140.3 COGENT COMMUNICA CCOI US 617.6 (40.5) 140.3 COMMUNICATION CSAL US 3,217.5 (1,287.0) - COMMUNICATION 8XC GR 3,217.5 (1,287.0) - CONTURA ENERGY I CNTE US 827.7 (4.6) 56.6 CPI CARD GROUP I CPB GR 270.7 (89.0) 58.7 CPI CARD GROUP I PMTS US 270.7 (89.0) 58.7 CPI CARD GROUP I PNT CN 270.7 (89.0) 58.7 DELEK LOGISTICS DKL US 393.2 (14.0) 4.8 DELEK LOGISTICS D6L GR 393.2 (14.0) 4.8 DENNY'S CORP DE8 GR 297.7 (53.8) (48.1) DENNY'S CORP DENN US 297.7 (53.8) (48.1) DOCASA INC DCSA US - (0.0) (0.0) DOMINO'S PIZZA DPZ US 676.6 (1,936.1) 62.1 DOMINO'S PIZZA EZV QT 676.6 (1,936.1) 62.1 DOMINO'S PIZZA EZV TH 676.6 (1,936.1) 62.1 DOMINO'S PIZZA EZV GR 676.6 (1,936.1) 62.1 DUN & BRADSTREET DNB US 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DB5 GR 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DNB1EUR EU 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DB5 TH 2,016.9 (1,054.3) (151.7) DUNKIN' BRANDS G DNKNEUR EU 3,145.6 (167.2) 181.6 DUNKIN' BRANDS G 2DB TH 3,145.6 (167.2) 181.6 DUNKIN' BRANDS G 2DB GR 3,145.6 (167.2) 181.6 DUNKIN' BRANDS G DNKN US 3,145.6 (167.2) 181.6 EASTMAN KODAK CO KODN GR 1,981.0 (23.0) 814.0 EASTMAN KODAK CO KODK US 1,981.0 (23.0) 814.0 ENERGIZER HOLDIN ENR US 1,731.5 (30.0) 356.4 ENERGIZER HOLDIN EGG GR 1,731.5 (30.0) 356.4 ENERGIZER HOLDIN ENR-WEUR EU 1,731.5 (30.0) 356.4 ERIN ENERGY CORP ERN SJ 342.4 (161.2) (255.1) FAIRMOUNT SANTRO FM1 GR 1,239.0 (13.3) 284.0 FAIRMOUNT SANTRO FMSAEUR EU 1,239.0 (13.3) 284.0 FAIRMOUNT SANTRO FMSA US 1,239.0 (13.3) 284.0 FAIRPOINT COMMUN FRP US 1,248.8 (41.0) 11.0 FAIRPOINT COMMUN FONN GR 1,248.8 (41.0) 11.0 FERRELLGAS-LP FEG GR 1,667.2 (746.9) (123.1) FERRELLGAS-LP FGP US 1,667.2 (746.9) (123.1) FORESIGHT ENERGY FHR GR 1,735.8 (70.0) 55.4 FORESIGHT ENERGY FELP US 1,735.8 (70.0) 55.4 GAMCO INVESTO-A GBL US 121.3 (199.1) - GARTNER INC IT US 2,277.7 (10.5) (171.5) GARTNER INC GGRA GR 2,277.7 (10.5) (171.5) GCP APPLIED TECH 43G GR 1,061.0 (118.4) 282.5 GCP APPLIED TECH GCP US 1,061.0 (118.4) 282.5 GENESIS HEALTHCA GEN US 5,886.6 (771.5) 237.4 GENESIS HEALTHCA SH11 GR 5,886.6 (771.5) 237.4 GOGO INC GOGO US 1,224.2 (18.0) 398.4 GOGO INC G0G GR 1,224.2 (18.0) 398.4 GREEN PLAINS PAR 8GP GR 88.9 (67.0) 3.5 GREEN PLAINS PAR GPP US 88.9 (67.0) 3.5 GUIDANCE SOFTWAR GUID US 74.8 (1.1) (20.9) GUIDANCE SOFTWAR ZTT GR 74.8 (1.1) (20.9) H&R BLOCK INC HRB QT 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB GR 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB TH 2,082.2 (557.5) 268.6 H&R BLOCK INC HRBEUR EU 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB US 2,082.2 (557.5) 268.6 HALOZYME THERAPE RV7 GR 282.5 (12.0) 219.9 HALOZYME THERAPE HALOEUR EU 282.5 (12.0) 219.9 HALOZYME THERAPE RV7 QT 282.5 (12.0) 219.9 HALOZYME THERAPE HALO US 282.5 (12.0) 219.9 HCA HOLDINGS INC HCAEUR EU 33,127.0 (6,163.0) 3,688.0 HCA HOLDINGS INC 2BH GR 33,127.0 (6,163.0) 3,688.0 HCA HOLDINGS INC HCA US 33,127.0 (6,163.0) 3,688.0 HCA HOLDINGS INC 2BH TH 33,127.0 (6,163.0) 3,688.0 HELIX TCS INC HLIX US 4.3 (1.7) (0.9) HOVNANIAN-A-WI HOV-W US 2,379.4 (128.5) 1,323.6 HP COMPANY-BDR HPQB34 BZ 29,010.0 (3,889.0) (340.0) HP INC HPQUSD SW 29,010.0 (3,889.0) (340.0) HP INC HPQ SW 29,010.0 (3,889.0) (340.0) HP INC HPQCHF EU 29,010.0 (3,889.0) (340.0) HP INC HPQ US 29,010.0 (3,889.0) (340.0) HP INC HPQ* MM 29,010.0 (3,889.0) (340.0) HP INC HWP QT 29,010.0 (3,889.0) (340.0) HP INC 7HP TH 29,010.0 (3,889.0) (340.0) HP INC 7HP GR 29,010.0 (3,889.0) (340.0) HP INC HPQ TE 29,010.0 (3,889.0) (340.0) HP INC HPQ CI 29,010.0 (3,889.0) (340.0) IBI GROUP INC IBG CN 271.9 (17.5) 41.6 IMMUNOMEDICS INC IM3 GR 40.6 (73.0) 21.8 IMMUNOMEDICS INC IM3 TH 40.6 (73.0) 21.8 IMMUNOMEDICS INC IMMU US 40.6 (73.0) 21.8 INFOR ACQUISIT-A IAC/A CN 233.1 (3.8) 0.6 INFOR ACQUISITIO IAC-U CN 233.1 (3.8) 0.6 INNOVIVA INC INVA US 370.5 (367.9) 171.2 INNOVIVA INC HVE GR 370.5 (367.9) 171.2 INTERNATIONAL WI ITWG US 324.8 (12.0) 99.6 INTERUPS INC ITUP US 0.0 (2.4) (2.4) JACK IN THE BOX JACK US 1,348.8 (217.2) (124.2) JACK IN THE BOX JBX GR 1,348.8 (217.2) (124.2) JACK IN THE BOX JACK1EUR EU 1,348.8 (217.2) (124.2) JUST ENERGY GROU 1JE GR 1,321.4 (376.8) (289.1) JUST ENERGY GROU JE US 1,321.4 (376.8) (289.1) JUST ENERGY GROU JE CN 1,321.4 (376.8) (289.1) KADMON HOLDINGS KDMNEUR EU 86.8 (8.8) 26.1 KADMON HOLDINGS KDF GR 86.8 (8.8) 26.1 KADMON HOLDINGS KDMN US 86.8 (8.8) 26.1 L BRANDS INC LTD QT 7,663.0 (1,188.0) 879.0 L BRANDS INC LB* MM 7,663.0 (1,188.0) 879.0 L BRANDS INC LBEUR EU 7,663.0 (1,188.0) 879.0 L BRANDS INC LB US 7,663.0 (1,188.0) 879.0 L BRANDS INC LTD GR 7,663.0 (1,188.0) 879.0 L BRANDS INC LTD TH 7,663.0 (1,188.0) 879.0 LANTHEUS HOLDING 0L8 GR 255.0 (121.2) 71.3 LANTHEUS HOLDING LNTH US 255.0 (121.2) 71.3 LEE ENTERPRISES LEE US 689.1 (127.5) (21.8) LEE ENTERPRISES LEE1EUR EU 689.1 (127.5) (21.8) LEE ENTERPRISES LE7 GR 689.1 (127.5) (21.8) MADISON-A/NEW-WI MSGN-W US 822.1 (1,080.3) 188.2 MANITOWOC FOOD MFS US 1,817.7 (72.2) 39.5 MANITOWOC FOOD 6M6 GR 1,817.7 (72.2) 39.5 MANITOWOC FOOD MFS1EUR EU 1,817.7 (72.2) 39.5 MANNKIND CORP MNKD IT 96.1 (238.7) (57.2) MCBC HOLDINGS IN 1SG GR 83.5 (1.5) (18.9) MCBC HOLDINGS IN MCFT US 83.5 (1.5) (18.9) MCDONALDS - BDR MCDC34 BZ 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO GR 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO QT 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCDCHF EU 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD SW 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCDUSD SW 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD US 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD* MM 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD CI 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO TH 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD TE 32,486.9 (1,624.1) (174.6) MCDONALDS-CEDEAR MCD AR 32,486.9 (1,624.1) (174.6) MDC COMM-W/I MDZ/W CN 1,642.3 (451.7) (319.2) MDC PARTNERS-A MD7A GR 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDCAEUR EU 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDZ/A CN 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDCA US 1,642.3 (451.7) (319.2) MDC PARTNERS-EXC MDZ/N CN 1,642.3 (451.7) (319.2) MEAD JOHNSON 0MJA GR 4,193.7 (438.7) 1,555.7 MEAD JOHNSON MJN US 4,193.7 (438.7) 1,555.7 MEAD JOHNSON MJNEUR EU 4,193.7 (438.7) 1,555.7 MEAD JOHNSON 0MJA TH 4,193.7 (438.7) 1,555.7 MEDLEY MANAGE-A MDLY US 116.6 (23.4) 35.7 MERITOR INC MTOR US 2,494.0 (186.0) 148.0 MERITOR INC MTOREUR EU 2,494.0 (186.0) 148.0 MERITOR INC AID1 GR 2,494.0 (186.0) 148.0 MERRIMACK PHARMA MACKEUR EU 118.4 (227.1) 1.3 MERRIMACK PHARMA MP6 GR 118.4 (227.1) 1.3 MERRIMACK PHARMA MP6 QT 118.4 (227.1) 1.3 MERRIMACK PHARMA MACK US 118.4 (227.1) 1.3 MICHAELS COS INC MIK US 2,291.5 (1,659.5) 576.1 MICHAELS COS INC MIM GR 2,291.5 (1,659.5) 576.1 MICROBOT MEDICAL CY9B TH 2.1 (2.1) (1.4) MICROBOT MEDICAL MBOT US 2.1 (2.1) (1.4) MICROBOT MEDICAL CY9C GR 2.1 (2.1) (1.4) MICROBOT MEDICAL STEM1EUR EU 2.1 (2.1) (1.4) MIDSTATES PETROL MPO US 695.7 (1,533.1) 1.8 MONEYGRAM INTERN MGI US 4,426.1 (208.5) 2.7 MOODY'S CORP MCO US 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT QT 5,019.3 (357.9) 1,614.4 MOODY'S CORP MCOEUR EU 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT GR 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT TH 5,019.3 (357.9) 1,614.4 MOTOROLA SOLUTIO MOT TE 8,619.0 (648.0) 1,643.0 MOTOROLA SOLUTIO MTLA GR 8,619.0 (648.0) 1,643.0 MOTOROLA SOLUTIO MTLA TH 8,619.0 (648.0) 1,643.0 MOTOROLA SOLUTIO MSI US 8,619.0 (648.0) 1,643.0 MSG NETWORKS- A MSGN US 822.1 (1,080.3) 188.2 MSG NETWORKS- A 1M4 GR 822.1 (1,080.3) 188.2 MSG NETWORKS- A 1M4 TH 822.1 (1,080.3) 188.2 MSG NETWORKS- A MSGNEUR EU 822.1 (1,080.3) 188.2 NANOSTRING TECHN 0F1 GR 102.3 (6.6) 61.9 NANOSTRING TECHN NSTGEUR EU 102.3 (6.6) 61.9 NANOSTRING TECHN NSTG US 102.3 (6.6) 61.9 NATHANS FAMOUS NATH US 75.6 (67.9) 54.9 NATHANS FAMOUS NFA GR 75.6 (67.9) 54.9 NATIONAL CINEMED NCMI US 1,029.8 (181.3) 75.4 NATIONAL CINEMED XWM GR 1,029.8 (181.3) 75.4 NAVIDEA BIOPHARM NAVB IT 11.2 (63.8) (54.3) NAVISTAR INTL NAV US 5,719.0 (5,134.0) 239.0 NAVISTAR INTL IHR TH 5,719.0 (5,134.0) 239.0 NAVISTAR INTL IHR GR 5,719.0 (5,134.0) 239.0 NAVISTAR INTL IHR QT 5,719.0 (5,134.0) 239.0 NEFF CORP-CL A NFO GR 673.2 (150.2) 19.8 NEFF CORP-CL A NEFF US 673.2 (150.2) 19.8 NEKTAR THERAPEUT ITH GR 425.1 (67.9) 206.2 NEKTAR THERAPEUT NKTR US 425.1 (67.9) 206.2 NEW ENG RLTY-LP NEN US 192.7 (30.9) - NORTHERN OIL AND NOG US 410.4 (476.1) (26.3) OCH-ZIFF CAPIT-A OZM US 1,388.3 (251.3) - OCH-ZIFF CAPIT-A 35OA GR 1,388.3 (251.3) - OMEROS CORP OMER US 72.8 (22.8) 44.6 OMEROS CORP OMEREUR EU 72.8 (22.8) 44.6 OMEROS CORP 3O8 TH 72.8 (22.8) 44.6 OMEROS CORP 3O8 GR 72.8 (22.8) 44.6 ONCOMED PHARMACE O0M GR 218.2 (3.2) 157.2 ONCOMED PHARMACE OMED US 218.2 (3.2) 157.2 OPHTH0TECH CORP OPHT US 350.6 (36.6) 289.8 OPHTH0TECH CORP O2T GR 350.6 (36.6) 289.8 PAPA JOHN'S INTL PP1 GR 498.8 (2.8) 17.6 PAPA JOHN'S INTL PZZA US 498.8 (2.8) 17.6 PENN NATL GAMING PN1 GR 5,251.7 (553.9) (199.9) PENN NATL GAMING PENN US 5,251.7 (553.9) (199.9) PHILIP MORRIS IN 4I1 TH 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN 4I1 GR 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PM1CHF EU 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PMI EB 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PMI SW 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PM US 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PM1EUR EU 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PMI1 IX 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PM1 TE 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN 4I1 QT 35,577.0 (10,317.0) 2,316.0 PHILIP MORRIS IN PM FP 35,577.0 (10,317.0) 2,316.0 PINNACLE ENTERTA PNK US 4,101.2 (356.9) (120.4) PINNACLE ENTERTA 65P GR 4,101.2 (356.9) (120.4) PLY GEM HOLDINGS PGEM US 1,348.9 (2.9) 310.6 PLY GEM HOLDINGS PG6 GR 1,348.9 (2.9) 310.6 QUINTILES IMS HO QTS GR 4,128.8 (81.9) 1,023.2 QUINTILES IMS HO Q US 4,128.8 (81.9) 1,023.2 REATA PHARMACE-A RETA US 101.8 (212.3) 39.8 REATA PHARMACE-A 2R3 GR 101.8 (212.3) 39.8 REGAL ENTERTAI-A RGC US 2,477.6 (861.5) (89.0) REGAL ENTERTAI-A RETA GR 2,477.6 (861.5) (89.0) REGAL ENTERTAI-A RGC* MM 2,477.6 (861.5) (89.0) RESOLUTE ENERGY REN US 294.9 (339.1) (16.8) RESOLUTE ENERGY R21 GR 294.9 (339.1) (16.8) RESOLUTE ENERGY RENEUR EU 294.9 (339.1) (16.8) REVLON INC-A REV US 3,113.7 (559.6) 457.4 REVLON INC-A RVL1 GR 3,113.7 (559.6) 457.4 RYERSON HOLDING RYI US 1,643.3 (33.2) 696.4 RYERSON HOLDING 7RY GR 1,643.3 (33.2) 696.4 SALLY BEAUTY HOL SBH US 2,132.1 (276.2) 684.2 SALLY BEAUTY HOL S7V GR 2,132.1 (276.2) 684.2 SANCHEZ ENERGY C SN* MM 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C SN US 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C 13S TH 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C 13S GR 1,185.1 (761.1) 265.1 SANDRIDGE ENERGY SD US 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SDEUR EU 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SA2B GR 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SA2B TH 1,886.5 (2,675.5) 585.8 SBA COMM CORP-A SBJ GR 7,915.7 (1,669.1) 119.4 SBA COMM CORP-A SBACEUR EU 7,915.7 (1,669.1) 119.4 SBA COMM CORP-A SBJ TH 7,915.7 (1,669.1) 119.4 SBA COMM CORP-A SBAC US 7,915.7 (1,669.1) 119.4 SCIENTIFIC GAM-A TJW GR 7,376.6 (1,750.0) 417.1 SCIENTIFIC GAM-A SGMS US 7,376.6 (1,750.0) 417.1 SEARS HOLDINGS SHLD US 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE GR 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE QT 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE TH 10,865.0 (3,375.0) 236.0 SIGA TECH INC SIGA US 162.8 (313.2) (21.7) SILVER SPRING NE SSNI US 437.4 (21.3) 19.2 SILVER SPRING NE 9SI TH 437.4 (21.3) 19.2 SILVER SPRING NE SSNIEUR EU 437.4 (21.3) 19.2 SILVER SPRING NE 9SI GR 437.4 (21.3) 19.2 SIRIUS XM CANADA XSR CN 304.7 (135.3) (170.2) SIRIUS XM CANADA SIICF US 304.7 (135.3) (170.2) SIRIUS XM HOLDIN RDO GR 8,422.8 (506.5) (1,860.6) SIRIUS XM HOLDIN RDO TH 8,422.8 (506.5) (1,860.6) SIRIUS XM HOLDIN SIRI US 8,422.8 (506.5) (1,860.6) SONIC CORP SONCEUR EU 660.0 (75.6) 63.0 SONIC CORP SO4 GR 660.0 (75.6) 63.0 SONIC CORP SONC US 660.0 (75.6) 63.0 SUPERVALU INC SJ1 GR 4,361.0 (342.0) 141.0 SUPERVALU INC SJ1 TH 4,361.0 (342.0) 141.0 SUPERVALU INC SVU US 4,361.0 (342.0) 141.0 SUPERVALU INC SJ1 QT 4,361.0 (342.0) 141.0 SYNTEL INC SYE GR 1,705.1 (220.7) 97.2 SYNTEL INC SYNT US 1,705.1 (220.7) 97.2 TABULA RASA HEAL 43T GR 73.9 (2.4) (37.0) TABULA RASA HEAL TRHC US 73.9 (2.4) (37.0) TABULA RASA HEAL TRHCEUR EU 73.9 (2.4) (37.0) TAILORED BRANDS TLRD US 2,175.1 (77.7) 726.2 TAILORED BRANDS TLRD* MM 2,175.1 (77.7) 726.2 TAILORED BRANDS WRMA GR 2,175.1 (77.7) 726.2 TAUBMAN CENTERS TCO US 4,011.2 (44.8) - TAUBMAN CENTERS TU8 GR 4,011.2 (44.8) - TRANSDIGM GROUP TDGEUR EU 10,726.3 (651.5) 2,178.1 TRANSDIGM GROUP T7D GR 10,726.3 (651.5) 2,178.1 TRANSDIGM GROUP TDG US 10,726.3 (651.5) 2,178.1 TRANSDIGM GROUP TDG SW 10,726.3 (651.5) 2,178.1 TRANSDIGM GROUP TDGCHF EU 10,726.3 (651.5) 2,178.1 ULTRA PETROLEUM UPM GR 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPLMQ US 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPLEUR EU 1,420.2 (2,895.9) 308.6 UNISYS CORP USY1 TH 2,176.1 (1,258.1) 65.8 UNISYS CORP UISCHF EU 2,176.1 (1,258.1) 65.8 UNISYS CORP UIS1 SW 2,176.1 (1,258.1) 65.8 UNISYS CORP UIS US 2,176.1 (1,258.1) 65.8 UNISYS CORP USY1 GR 2,176.1 (1,258.1) 65.8 UNISYS CORP UISEUR EU 2,176.1 (1,258.1) 65.8 VALVOLINE INC VVVEUR EU 1,817.0 (325.0) 335.0 VALVOLINE INC VVV US 1,817.0 (325.0) 335.0 VALVOLINE INC 0V4 GR 1,817.0 (325.0) 335.0 VALVOLINE INC 0V4 TH 1,817.0 (325.0) 335.0 VECTOR GROUP LTD VGR QT 1,464.7 (198.6) 566.4 VECTOR GROUP LTD VGR GR 1,464.7 (198.6) 566.4 VECTOR GROUP LTD VGR US 1,464.7 (198.6) 566.4 VERISIGN INC VRS GR 2,298.0 (1,169.2) 312.5 VERISIGN INC VRS TH 2,298.0 (1,169.2) 312.5 VERISIGN INC VRSN US 2,298.0 (1,169.2) 312.5 VERISIGN INC VRS QT 2,298.0 (1,169.2) 312.5 VERSUM MATER VSM US 906.5 (252.7) 271.1 VERSUM MATER 2V1 TH 906.5 (252.7) 271.1 VERSUM MATER VSMEUR EU 906.5 (252.7) 271.1 VERSUM MATER 2V1 GR 906.5 (252.7) 271.1 VIEWRAY INC VRAY US 55.8 (33.5) 9.0 WEIGHT WATCHERS WTWEUR EU 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WTW US 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WW6 GR 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WW6 TH 1,261.4 (1,228.3) (98.6) WEST CORP WT2 GR 3,477.3 (491.0) 228.5 WEST CORP WSTC US 3,477.3 (491.0) 228.5 WESTMORELAND COA WME GR 1,719.7 (581.2) (43.5) WESTMORELAND COA WLB US 1,719.7 (581.2) (43.5) WINGSTOP INC EWG GR 112.3 (79.9) (4.5) WINGSTOP INC WING US 112.3 (79.9) (4.5) WINMARK CORP WINA US 43.5 (15.7) 13.5 WINMARK CORP GBZ GR 43.5 (15.7) 13.5 WYNN RESORTS LTD WYNNCHF EU 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN* MM 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN SW 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYR TH 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYR GR 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYR QT 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN US 10,925.9 (64.4) 626.9 YRC WORLDWIDE IN YEL1 TH 1,870.6 (342.2) 290.1 YRC WORLDWIDE IN YRCW US 1,870.6 (342.2) 290.1 YRC WORLDWIDE IN YRCWEUR EU 1,870.6 (342.2) 290.1 YRC WORLDWIDE IN YEL1 GR 1,870.6 (342.2) 290.1 YUM! BRANDS INC YUMEUR EU 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC TGR GR 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC TGR TH 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC TGR QT 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC YUMUSD SW 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC YUM SW 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC YUMCHF EU 10,432.0 (1,830.0) 1,704.0 YUM! BRANDS INC YUM US 10,432.0 (1,830.0) 1,704.0 ********* 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 ***